Participation and Loan and Security Agreement Sample Contracts

PARTICIPATION AND LOAN AND SECURITY AGREEMENT
Participation and Loan and Security Agreement • January 5th, 2004 • K-Sea Tranportation Partners Lp • Water transportation • New York

THIS PARTICIPATION AND LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of December , 2003, among K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership (“Borrower”); KEYBANK N.A., a national banking association (“KeyBank”), for itself as Lender, and as administrative agent for Lenders (in such capacity, “Administrative Agent”); and THE CIT GROUP/EQUIPMENT FINANCING, INC., a Delaware corporation (“CIT”), for itself as Lender, and as collateral agent for Lenders (in such capacity, “Collateral Agent”).

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AMENDMENT NO. 2 TO PARTICIPATION AND LOAN AND SECURITY AGREEMENT
Participation and Loan and Security Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 2, dated as of August 11, 2004 ("Amendment No. 2"), to the Participation and Loan and Security Agreement entered into as of January 14, 2004 as amended by an Amendment No. 1 thereto dated January 29, 2004 (as so amended, the "Original Loan Agreement"), by and among THE CIT GROUP/EQUIPMENT FINANCING, INC., a Delaware corporation ("CIT"), for itself as Lender and as Collateral Agent for Lenders, KEYBANK N.A., a national banking association ("KeyBank," and together with CIT, the "Lenders"), for itself as lender and as Administrative Agent for Lenders, and K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), as borrower, with its principal place of business at 3245 Richmond Terrace, Staten Island, New York 10303-0003. In consideration of the mutual agreements contained herein, the parties hereto agree as follows:

PARTICIPATION AND LOAN AND SECURITY AGREEMENT dated as of January 14, 2004
Participation and Loan and Security Agreement • February 23rd, 2004 • K-Sea Transportation Partners Lp • Water transportation • New York
AMENDMENT NO. 1 TO PARTICIPATION AND LOAN AND SECURITY AGREEMENT
Participation and Loan and Security Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 1, dated as of January 29, 2004 ("Amendment No. 1"), to the Participation and Loan and Security Agreement entered into as of January 14, 2004 ("Original Loan Agreement"), by and among THE CIT GROUP EQUIPMENT FINANCING, INC., a Delaware corporation ("CIT"), for itself as Lender and as Collateral Agent for Lenders, KEYBANK N.A., a national banking association ("KeyBank," and together with CIT, the "Lenders"), for itself as Lender and as Administrative Agent for Lenders, and K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), as borrower, with its principal place of business at 3245 Richmond Terrace, Staten Island, New York 10303-0003. In consideration of the mutual agreements contained herein, the parties hereto agree as follows:

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