Amendment to Section 12 of the Forbearance Agreement. (Consent to Sale of Real Property; Consent to Sale and Leaseback of Equipment). Section 12 of the Forbearance Agreement is amended and restated in its entirety to read as follows:
Amendment to Section 12 of the Forbearance Agreement. Section 12 of the Forbearance Agreement is hereby amended by deleting the period at the end of the new Section 8.01(m) provided for therein and inserting the following language as a continuation of such subsection: “provided, that notwithstanding the foregoing, a rejection by SemMaterials, L.P. of the Terminalling and Storage Agreement shall not constitute an Event of Default during the Forbearance Period so long as the payment due thereunder (as modified by the Agreed Order Regarding Motion by SemGroup Energy Partners, L.P. dated September 8, 2008, entered in the Chapter 11 cases of SemGroup L.P. and its affiliated debtors), in January 2009 is timely received by the Borrower or the applicable affiliate thereof, it being understood and agreed that (i) any rejection of a Material Contract other than the Terminalling and Storage Contract as described in this subsection (m) shall constitute an Event of Default, subject to the 5-day renegotiation and/or replacement period described above, and (ii) any rejection of such Terminalling and Storage Agreement as described in this subsection (m), whether such rejection occurs during or after the Forbearance Period shall constitute an Event of Default upon the expiration of the Forbearance Period) (in the case of a rejection occurring during the Forbearance Period) or, subject to the 5-day renegotiation and/or replacement period described above, upon such rejection (in the case of a rejection occurring after the Forbearance Period); or”.
