TRUSTEE FIRST SUPPLEMENTAL INDENTURE DATED AS OF JULY 15, 2002Valero L P • July 15th, 2002 • Pipe lines (no natural gas) • New York
SERVICES AGREEMENT THIS SERVICES AGREEMENT is entered into on, and effective as of, July 1, 2000 (the "Effective Date") by and among DIAMOND SHAMROCK REFINING AND MARKETING COMPANY, a Delaware corporation ("DSRMC"), SHAMROCK LOGISTICS, L.P. (the...Services Agreement • March 26th, 2002 • Valero L P • Pipe lines (no natural gas)
SECTION 1 APPOINTMENT, TERM, AND TERMINATIONOperating Agreement • March 26th, 2002 • Valero L P • Pipe lines (no natural gas) • Texas
SENIOR DEBT SECURITIES VALERO LOGISTICS OPERATIONS, L.P. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939, AS AMENDED, AND INDENTURE, DATED AS OF JULY 15, 2002Valero L P • July 15th, 2002 • Pipe lines (no natural gas) • New York
RECITALS:Contribution Agreement • April 2nd, 2003 • Valero L P • Pipe lines (no natural gas)
DATED AS OFCredit Agreement • December 19th, 2000 • Shamrock Logistics Lp • Pipe lines (no natural gas) • New York
1 EXHIBIT 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement"), dated as of November 25, 1996, but effective as provided herein, is made and entered into by and between Ultramar Corporation, a Delaware corporation (the "Company"), and...Employment Agreement • December 19th, 2000 • Shamrock Logistics Lp • Pipe lines (no natural gas) • Delaware
EXHIBIT 3.9 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SHAMROCK LOGISTICS OPERATIONS, L.P. TABLE OF CONTENTSValero L P • March 26th, 2002 • Pipe lines (no natural gas) • Delaware
ARTICLE I DefinitionsCredit Agreement • March 10th, 2003 • Valero L P • Pipe lines (no natural gas) • New York
RECITALSCredit Agreement • February 28th, 2001 • Shamrock Logistics Lp • Pipe lines (no natural gas) • New York
EXHIBIT 99.1 AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 31, 2004 BY AND AMONG VALERO L.P. RIVERWALK LOGISTICS, L.P. VALERO GP, LLC VLI SUB A LLCAgreement and Plan of Merger • November 4th, 2004 • Valero L P • Pipe lines (no natural gas) • Delaware
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SHAMROCK LOGISTICS, L.P.Valero L P • March 26th, 2002 • Pipe lines (no natural gas)
1 EXHIBIT 1.1 SHAMROCK LOGISTICS, L.P. 4,500,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS UNDERWRITING AGREEMENTUnderwriting Agreement • March 29th, 2001 • Shamrock Logistics Lp • Pipe lines (no natural gas) • New York
VALERO L.P. 1,075,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT ----------------------Valero L P • August 6th, 2003 • Pipe lines (no natural gas) • New York
RECITALSReorganization Agreement • June 5th, 2002 • Valero L P • Pipe lines (no natural gas) • Delaware
OMNIBUS AGREEMENTOmnibus Agreement • March 26th, 2002 • Valero L P • Pipe lines (no natural gas)
1 EXHIBIT 3.6 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPShamrock Logistics Lp • December 19th, 2000 • Pipe lines (no natural gas) • Delaware
RECEIVABLES FINANCING AGREEMENT Dated as of June 15, 2015 by and among NUSTAR FINANCE LLC, as Borrower, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Lenders and as Group Agents, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, and NUSTAR...Receivables Financing Agreement • June 19th, 2015 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of June 15, 2015 by and among the following parties:
AGREEMENT OF LIMITED PARTNERSHIP OF RIVERWALK LOGISTICS, L.P.Shamrock Logistics Lp • August 14th, 2000 • Delaware
EXHIBIT 10.12 RESTRICTED UNIT AGREEMENT This Restricted Unit Agreement ("Agreement"), effective as of the date set forth at the end of this Agreement ("Grant Date"), is between VALERO L.P., a Delaware limited partnership ("Valero LP"), and NAME, a...Restricted Unit Agreement • March 26th, 2002 • Valero L P • Pipe lines (no natural gas)
SECOND AMENDED AND RESTATED 5-YEAR REVOLVING CREDIT AGREEMENTCredit Agreement • January 31st, 2022 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
SECOND AMENDED AND RESTATED 5-YEAR REVOLVING CREDIT AGREEMENT dated as of January 28, 2022, among NUSTAR LOGISTICS, L.P., a Delaware limited partnership, NUSTAR ENERGY L.P., a Delaware limited partnership, the LENDERS party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, TRUIST BANK, MIZUHO BANK, LTD. and PNC BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents, MUFG BANK, LTD., SUMITOMO MITSUI BANKING CORPORATION, THE BANK OF NOVA SCOTIA, THE TORONTO-DOMINION BANK, NEW YORK BRANCH and BANK OF AMERICA, N.A., as Co-Documentation Agents.
EXHIBIT 99.2 AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 31, 2004Agreement and Plan of Merger • November 4th, 2004 • Valero L P • Pipe lines (no natural gas) • Delaware
PURCHASE AND SALE AGREEMENT Dated as of June 15, 2015 amongPurchase and Sale Agreement • June 19th, 2015 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
This PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of June 15, 2015 is entered into among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (the “Originators” and each, an “Originator”), NUSTAR ENERGY L.P., as initial Servicer (as defined below) (“NuStar Energy”), and NUSTAR FINANCE LLC, a Delaware limited liability company (the “Buyer”).
KANEB PIPE LINE OPERATING PARTNERSHIP, L.P. ISSUER JPMORGAN CHASE BANK TRUSTEEIndenture • August 9th, 2005 • Valero L P • Pipe lines (no natural gas) • Texas
INDENTURE dated as of February 21, 2002, among KANEB PIPE LINE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “PARTNERSHIP”), and JPMORGAN CHASE BANK, a New York banking corporation (the “TRUSTEE”).
FIRST AMENDMENT TO FIRST AMENDED AND RESTATEDLimited Liability • March 26th, 2002 • Valero L P • Pipe lines (no natural gas)
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SHAMROCK LOGISTICS, L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONSValero L P • March 26th, 2002 • Pipe lines (no natural gas) • Delaware
NUSTAR LOGISTICS, L.P. guaranteed by NuStar Energy L.P. and NuStar Pipeline Operating Partnership L.P. UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2020 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
NuStar Logistics, L.P., a Delaware limited partnership (“NuStar Logistics”), proposes to issue and sell $600,000,000 aggregate principal amount of its 5.750% Senior Notes due 2025 (the “2025 Notes”) and $600,000,000 aggregate principal amount of its 6.375% Senior Notes due 2030 (the “2030 Notes,” and together with the 2025 Notes, the “Notes”) to the underwriters (the “Underwriters”) named in Schedule I attached hereto, for whom Citigroup Global Markets Inc. is acting as representative (the “Representative”), to be issued under an indenture dated as of July 15, 2002 (as amended and supplemented to date, the “Base Indenture”), among NuStar Logistics, as issuer, NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), and NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership (“NuPOP”), as guarantors, and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by the Tenth Supplemental Indenture thereto to be dated as of the D
RESTRICTED UNIT AWARD AGREEMENTRestricted Unit Award Agreement • February 22nd, 2024 • NuStar Energy L.P. • Pipe lines (no natural gas) • Delaware
This Restricted Unit Award Agreement (“Agreement”), effective as of November 16, 2023 (“Grant Date”), is between NuStar Energy L.P. (the “Partnership”) and the recipient of this Agreement (“Participant”), a participant in the Amended and Restated NuStar Energy L.P. 2019 Long-Term Incentive Plan (as the same may be amended, the “Plan”), pursuant to and subject to the provisions of the Plan. Capitalized terms contained in this Agreement shall have the same definitions as are set forth in the Plan unless otherwise defined herein.
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NUSTAR ENERGY L.P.NuStar Energy L.P. • April 15th, 2008 • Pipe lines (no natural gas)
This Amendment No. 3, dated as of April 10, 2008 (this “Amendment”) to the Third Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”) of NuStar Energy L.P. (the “Partnership”) is hereby adopted by Riverwalk Logistics, L.P., a Delaware limited partnership (the “General Partner”), as general partner of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
5,250,000 Common Units NUSTAR ENERGY L.P. Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • December 9th, 2011 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
This is to confirm the agreement among the Partnership, Riverwalk Logistics, L.P., a Delaware limited partnership and the general partner of the Partnership (the “General Partner”), NuStar GP, LLC, a Delaware limited liability company and the general partner of the General Partner (“NuStar GP”), and the Underwriters concerning the purchase of the Offered Units from the Partnership by the Underwriters. The Partnership, the General Partner and NuStar GP are collectively referred to herein as the “Partnership Parties.”
FIRST AMENDMENT TO OMNIBUS AGREEMENT WHEREAS, Shamrock Logistics Operations, L.P. ("Operations") entered into that certain Omnibus Agreement (the "Agreement") with Ultramar Diamond Shamrock Corporation, on behalf of itself and its affiliates,...Omnibus Agreement • March 26th, 2002 • Valero L P • Pipe lines (no natural gas)
WHEREAS, Shamrock Logistics Operations, L.P. ("Operations") entered into that certain Omnibus Agreement (the "Agreement") with Ultramar Diamond Shamrock Corporation, on behalf of itself and its affiliates, effective April 16, 2001;
First Supplement and Amendment to Lease Agreement by and between Parish of St. James, State of Louisiana and NuStar Logistics, L.P., Dated as of June 1, 2020Lease Agreement • June 5th, 2020 • NuStar Energy L.P. • Pipe lines (no natural gas) • Louisiana
This Indenture of Trust dated as of July 1, 2010 (this “Indenture”), between the Parish of St. James, State of Louisiana, a political subdivision of the State of Louisiana created and existing under the Constitution and Laws of the State of Louisiana (the “Issuer”) and U.S. Bank National Association, a national banking association (the “Trustee”);
LEASE AGREEMENTLease Agreement • June 5th, 2020 • NuStar Energy L.P. • Pipe lines (no natural gas)
THIS LEASE AGREEMENT, dated as of June 1, 2008, between the PARISH OF ST. JAMES, STATE OF LOUISIANA, a political subdivision of the State of Louisiana (the “Issuer”) and NuSTAR LOGISTICS, L.P., a limited partnership organized and existing under the laws of the State of Delaware (the “Company”);
AMENDED AND RESTATED]1 CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • August 4th, 2016 • NuStar Energy L.P. • Pipe lines (no natural gas) • Delaware
This CHANGE OF CONTROL SEVERANCE AGREEMENT, dated as of the ___ day of _____________, 20__ (this “Agreement”), is entered into by and among NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), NuStar Services Company LLC, a Delaware limited liability company (the “Employer”), and ______________ (the “Executive”)[, and supersedes any change of control severance agreement or amendment thereto previously entered into by and between the Partnership, NuStar GP, LLC, a Delaware limited liability company (“GP LLC”), and the Executive].1
SUPPORT AGREEMENTSupport Agreement • January 22nd, 2024 • NuStar Energy L.P. • Pipe lines (no natural gas) • Delaware
This SUPPORT AGREEMENT, dated as of January 22, 2024 (this “Agreement”), is entered into by and among (a) Sunoco LP, a Delaware limited partnership (“Parent”), (b) NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), and (c) Energy Transfer LP, a Delaware limited partnership (“ET”). Unless the context otherwise requires, terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Merger Agreement (as defined below).
