Global Partners Lp Sample Contracts

THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GLOBAL PARTNERS LP
Global Partners Lp • December 15th, 2009 • Wholesale-petroleum bulk stations & terminals • Delaware

THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GLOBAL PARTNERS LP dated as of December 9, 2009, is entered into by and between Global GP LLC, a Delaware limited liability company, as the General Partner, and any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

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GLOBAL PARTNERS LP, GLP FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HEREOF 8.250% SENIOR NOTES DUE 2032 INDENTURE Dated as of January 18, 2024 REGIONS BANK As Trustee
Indenture • January 18th, 2024 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This Indenture, dated as of January 18, 2024, is among Global Partners LP, a Delaware limited partnership (the “Company”), GLP Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature pages hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and Regions Bank, an Alabama state-chartered banking corporation, as trustee (the “Trustee”).

Registration Rights Agreement $400,000,000 GLOBAL PARTNERS LP GLP FINANCE CORP. 7.00% Senior Notes due 2027
Registration Rights Agreement • July 31st, 2019 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This REGISTRATION RIGHTS AGREEMENT dated July 31, 2019 (the “Agreement”) is entered into by and among Global Partners LP, a Delaware limited partnership (the “Partnership”), GLP Finance Corp., a Delaware corporation (“GLP Finance,” and together with the Partnership, the “Issuers”), the guarantors listed on the signature pages hereto (the “Guarantors”), and BofA Securities, Inc. (“Merrill”), for itself and the other several Initial Purchasers listed on Schedule 1 hereto (the “Initial Purchasers”).

2,300,000 Common Units GLOBAL PARTNERS LP Representing Limited Partner Interests UNDERWRITING AGREEMENT
Underwriting Agreement • February 4th, 2011 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This is to confirm the agreement among the Partnership, Global GP LLC, a Delaware limited liability company (the “General Partner”), and Global Operating LLC, a Delaware LLC (“Global Operating” and, together with the Partnership and the General Partner, the “Partnership Parties”), and the Underwriters concerning the purchase of the Units by the Underwriters. Global Companies LLC, a Delaware limited liability company (“Global Companies”), Global Montello Group Corp., a Delaware corporation (“Global Montello”), Chelsea Sandwich LLC, a Delaware limited liability company (“Chelsea Sandwich”), Glen Hes Corp., a Delaware corporation (“Glen Hes”), and Global Energy Marketing, LLC, a Delaware limited liability company (“Global Marketing”), are herein referred to as the “Operating Subsidiaries.” The Partnership Parties and the Operating Subsidiaries are herein referred to as the “Partnership Entities.”

GLOBAL PARTNERS LP, GLP FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HEREOF 6.875% SENIOR NOTES DUE 2029 INDENTURE Dated as of October 7, 2020 REGIONS BANK As Trustee
Indenture • October 8th, 2020 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This Indenture, dated as of October 7, 2020, is among Global Partners LP, a Delaware limited partnership (the “Company”), GLP Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature pages hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and Regions Bank, an Alabama state-chartered banking corporation, as trustee (the “Trustee”).

7.000% SENIOR NOTES DUE 2023
Supplemental Indenture • June 4th, 2015 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This Indenture, dated as of June 4, 2015, is among Global Partners LP, a Delaware limited partnership (the “Company”), GLP Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature pages hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and Deutsche Bank Trust Company Americas, a New York corporation, as trustee (the “Trustee”).

AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 14, 2010 among GLOBAL OPERATING LLC, GLOBAL COMPANIES LLC, GLOBAL MONTELLO GROUP CORP. GLEN HES CORP. CHELSEA SANDWICH LLC GLP FINANCE CORP. and GLOBAL ENERGY MARKETING LLC as the Borrowers, BANK...
Credit Agreement • May 18th, 2010 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of May 14, 2010, among GLOBAL OPERATING LLC, a Delaware limited liability company (“OLLC”), GLOBAL COMPANIES LLC, a Delaware limited liability company (“Global”), GLOBAL MONTELLO GROUP CORP., a Delaware corporation (“Montello”), GLEN HES CORP., a Delaware corporation (“Glen Hes”), CHELSEA SANDWICH LLC, a Delaware limited liability company (“Chelsea LLC”), GLP FINANCE CORP., a Delaware corporation (“Finance”) and GLOBAL ENERGY MARKETING LLC, a Delaware limited liability company (“GEM” and, collectively with OLLC, Global, Montello, Glen Hes, Finance and Chelsea, the “Initial Borrowers” and each individually, an “Initial Borrower”), GLOBAL PARTNERS LP, a Delaware limited partnership (the “MLP”), GLOBAL GP LLC, a Delaware limited liability company (the “GP” and, collectively with the MLP, the “Guarantors” and each individually, a “Guarantor”), each lender from time to time party hereto (collectively, the “Lend

THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 25, 2017 among GLOBAL OPERATING LLC, GLOBAL COMPANIES LLC, GLOBAL MONTELLO GROUP CORP. GLEN HES CORP. CHELSEA SANDWICH LLC GLP FINANCE CORP. GLOBAL ENERGY MARKETING LLC GLOBAL CNG LLC...
Credit Agreement • May 5th, 2023 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this "Agreement") is entered into as of April 25, 2017, among GLOBAL OPERATING LLC, a Delaware limited liability company ("OLLC"), GLOBAL COMPANIES LLC, a Delaware limited liability company ("Global"), GLOBAL MONTELLO GROUP CORP., a Delaware corporation ("Montello"), GLEN HES CORP., a Delaware corporation ("Glen Hes"), CHELSEA SANDWICH LLC, a Delaware limited liability company ("Chelsea LLC"), GLP FINANCE CORP., a Delaware corporation ("Finance"), GLOBAL ENERGY MARKETING LLC, a Delaware limited liability company ("GEM"), GLOBAL CNG LLC, a Delaware limited liability company ("CNG"), ALLIANCE ENERGY LLC, a Massachusetts limited liability company ("Alliance"), CASCADE KELLY HOLDINGS LLC, an Oregon limited liability company ("Cascade") and WARREN EQUITIES, INC., a Delaware Corporation ("Warren" and, collectively with OLLC, Global, Montello, Glen Hes, Che

GLOBAL PARTNERS LP $50,000,000 of Common Units Representing Limited Partner Interests EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • May 19th, 2015 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

authority to own or lease its properties and to conduct its business under the laws of the jurisdictions set forth on a schedule to such opinion.(2)

GLOBAL PARTNERS LP 3,000,000 9.50% Series B Fixed Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENT
Underwriting Agreement • March 18th, 2021 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This is to confirm the agreement by and among the Partnership, Global GP LLC, a Delaware limited liability company (the “General Partner”), and Global Operating LLC, a Delaware limited liability company (“Global Operating” and, together with the Partnership and the General Partner, the “Partnership Parties”), on the one hand, and the Underwriters, on the other hand, concerning the purchase of the Units from the Partnership by the Underwriters. Global Companies LLC, a Delaware limited liability company (“Global Companies”), Global Montello Group Corp., a Delaware corporation (“Global Montello”), Global Partners Energy Canada ULC, an Alberta, Canada unlimited liability corporation (“GPEC”), Warren Equities, Inc., a Delaware corporation (“Warren”), Warex Terminals Corporation, a New York corporation (“Warex”), Drake Petroleum Company, Inc., a Massachusetts corporation (“Drake”), Puritan Oil Company, Inc., a New Jersey corporation, (“Puritan”), Maryland Oil Company, Inc., a Delaware corpor

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 10th, 2007 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 9, 2007, by and among Global Partners LP, a Delaware limited partnership (the “Partnership”), and the Purchasers listed on the signature pages to this Agreement (each, a “Purchaser” and collectively, the “Purchasers”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 23rd, 2018 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of January 1, 2018, by and between Global GP LLC, a Delaware limited liability company (the “Company”), and Edward J. Faneuil (the “Executive”).

GLOBAL PARTNERS LP GLP FINANCE CORP. Purchase Agreement
Registration Rights Agreement • September 24th, 2020 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This purchase agreement (this “Agreement”) confirms the agreement by and among Global GP LLC, a Delaware limited liability company (the “General Partner”), the Issuers, Cascade Kelly Holdings LLC, an Oregon limited liability company (“Cascade Kelly”), Global Operating LLC, a Delaware limited liability company (“Global Operating”), Global Companies LLC, a Delaware limited liability company (“Global Companies”), Global Montello Group Corp., a Delaware corporation (“Global Montello”), Chelsea Sandwich LLC, a Delaware limited liability company (“Chelsea Sandwich”), Glen Hes Corp., a Delaware corporation (“Glen Hes”), Alliance Energy LLC, a Massachusetts limited liability company (“Alliance”), Bursaw Oil LLC, a Massachusetts limited liability company (“Bursaw Oil”), Global Energy Marketing LLC, a Delaware limited liability company (“Global Marketing”), Global Partners Energy Canada ULC, an Alberta, Canada unlimited liability corporation (“GPEC”), Warren Equities, Inc., a Delaware corporatio

EXECUTIVE CHANGE OF CONTROL AGREEMENT
Non-Competition Agreement • July 3rd, 2013 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”) is entered into effective as of July 1, 2013 (the “Effective Date”), by and between Global GP LLC, a Delaware limited liability company, (the “Company”) and Mark Romaine (“Executive”).

CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • July 3rd, 2013 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

This Confidentiality, Non-Solicitation and Non-Competition Agreement (this “Agreement”) is executed and agreed to as of June 27, 2013, by and between Mark Romaine (“Employee”), an individual, and Global GP LLC, together with any successor or assign (the “Company”). Employee’s obligations under this Agreement survive the termination of Employee’s employment regardless of the reason for such termination.

BRAND FEE AGREEMENT
Brand Fee Agreement • November 5th, 2020 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals

This BRAND FEE AGREEMENT (the “Agreement”) is made and entered into by and between ExxonMobil Oil Corporation, having an office and place of business at 3225 Gallows Road, Fairfax, Virginia 22037, hereinafter called ExxonMobil, and Global Companies LLC, having an office at 800 South Street, Suite 200, Waltham, Massachusetts, 02453, hereinafter called BFA Holder.

SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN FOR EDWARD J. FANEUIL
Supplemental Executive • January 7th, 2010 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

This Agreement (the “Agreement”) is entered into effective December 31, 2009 between Global GP LLC, on behalf of Global Partners LP (the “Company”), and Edward J. Faneuil (the “Executive”) for the purpose of establishing a Supplemental Executive Retirement Plan providing the Executive with supplemental retirement benefits.

7.75% SENIOR NOTES DUE 2018
Exchange Agreement • December 26th, 2013 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This Indenture, dated as December 23, 2013, is among Global Partners LP, a Delaware limited partnership (the “Company”), GLP Finance Corp., a Delaware corporation (“Finance Corp.,” and together with the Company, the “Issuers”), the Guarantors (as defined below) and the purchasers set forth in Schedule A (collectively, the “Purchasers”).

SECOND AMENDED AND RESTATED TERMINAL STORAGE RENTAL AND THROUGHPUT AGREEMENT
Rental and Throughput Agreement • September 15th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals

This Second Amended and Restated Terminal Storage and Throughput Agreement (the "Agreement") is entered into as of the day of , 2005 by and among Global Petroleum Corp. (hereinafter referred to as "Global") and Global Companies LLC (for itself and its subsidiary, Glen Hes Corp.) and Global Montello Group Corp. (hereinafter jointly referred to as "Customer"), and amends and restates in its entirety the Amended and Restated Terminal Storage and Throughput Agreement dated as of September 1, 2001 by and among Global and Customer (the "Original Agreement").

CREDIT AGREEMENT Dated as of September , 2005 among GLOBAL OPERATING LLC, GLOBAL COMPANIES LLC, GLOBAL MONTELLO GROUP LLC GLOBAL MONTELLO GROUP CORP. GLEN HES CORP. CHELSEA SANDWICH LLC as the Borrowers, BANK OF AMERICA, N.A., as Administrative Agent...
Credit Agreement • September 15th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals • Massachusetts

This CREDIT AGREEMENT ("Agreement") is entered into as of September , 2005, among GLOBAL OPERATING LLC, a Delaware limited liability company ("OLLC"), GLOBAL COMPANIES LLC, a Delaware limited liability company ("Global"), GLOBAL MONTELLO GROUP LLC, a Delaware limited liability company ("Montello LLC"), GLOBAL MONTELLO GROUP CORP., a Delaware corporation ("Montello Corp."), GLEN HES CORP., a Delaware corporation ("Glen Hes"), and CHELSEA SANDWICH LLC, a Delaware limited liability company ("Chelsea LLC" and, collectively with OLLC, Global, Montello LLC, Montello Corp. and Glen Hes, the "Borrowers" and each individually, a "Borrower"), GLOBAL PARTNERS LP, a Delaware limited partnership (the "MLP"), GLOBAL GP LLC, a Delaware limited liability company (the "GP" and, collectively with the MLP, the "Initial Guarantors" and each individually, an "Initial Guarantor"), each lender from time to time party hereto (collectively, the "Lenders" and individually, a "Lender"), and BANK OF AMERICA, N.A.

AMENDED AND RESTATED SERVICES AGREEMENT
Services Agreement • September 15th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS AMENDED AND RESTATED SERVICES AGREEMENT (the "Agreement") is made and entered into as of this day of , 2005, by and among Global Petroleum Corp., a Massachusetts corporation (the "Company") and Global Companies LLC, a Delaware limited liability company ("Global LLC"), Global Montello Group LLC, a Delaware limited liability company ("Group LLC") and Chelsea Sandwich LLC, a Delaware limited liability company ("Chelsea LLC") (Global LLC, Group LLC and Chelsea LLC are sometimes hereinafter referred to individually as an "LLC", and collectively as the "LLCs"). The Company and the LLCs are sometimes hereinafter referred to each as a "Party" and collectively as the "Parties".

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FACILITIES MANAGEMENT AGREEMENT BETWEEN GLOBAL MONTELLO GROUP CORP. (OWNER) AND ALLIANCE ENERGY LLC (MANAGER) Effective as of September 8, 2010
Facilities Management Agreement • September 14th, 2010 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS FACILITIES MANAGEMENT AGREEMENT (this “Agreement”) is made and entered into this 13th day of September, 2010, with an effective date as of the 8th day of September, 2010 (the “Effective Date”), by and between Global Montello Group Corp., a Delaware corporation (“Owner”), and ALLIANCE ENERGY LLC, a Massachusetts limited liability company (“Manager”).

AMENDED AND RESTATED SERVICES AGREEMENT
Services Agreement • September 15th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS AMENDED AND RESTATED SERVICES AGREEMENT (the "Agreement") is made and entered into as of this day of , 2005, by and among Alliance Energy Corp., a Massachusetts corporation (the "Company") and Global Companies LLC, a Delaware limited liability company ("Global"). The Company and Global are sometimes hereinafter referred to each as a "Party" and collectively as the "Parties".

STOCK PURCHASE AGREEMENT BY AND AMONG WARREN EQUITIES, INC., AS THE COMPANY, THE WARREN ALPERT FOUNDATION, AS SELLER, AND, GLOBAL MONTELLO GROUP CORP., AS BUYER, AND, SOLELY WITH RESPECT TO SECTION 10.20 AND THE OTHER PROVISIONS IN ARTICLE 10 RELATED...
Stock Purchase Agreement • October 9th, 2014 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of October 3, 2014, is made by and among Warren Equities, Inc., a Delaware corporation (the “Company”), The Warren Alpert Foundation, a Delaware nonstock corporation (“Seller”), and Global Montello Group Corp., a Delaware corporation (“Buyer”), and, solely with respect to Section 10.20 and the other provisions in ARTICLE 10 related thereto, Global Partners LP, a Delaware limited partnership (“Buyer Guarantor”). The Company, Seller, Buyer and, where applicable solely with respect to Section 10.20 and the other provisions in ARTICLE 10 related thereto, Buyer Guarantor, shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.

CREDIT AGREEMENT Dated as of October 4, 2005 among GLOBAL OPERATING LLC, GLOBAL COMPANIES LLC, GLOBAL MONTELLO GROUP LLC GLEN HES CORP. CHELSEA SANDWICH LLC as the Borrowers,
Credit Agreement • October 11th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals • Massachusetts
EMPLOYMENT AGREEMENT
Employment Agreement • November 10th, 2015 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of November 1, 2015, by and between Global GP LLC, a Delaware limited liability company (the “Company”), and Daphne H. Foster (the “Executive”).

GLOBAL PARTNERS LP OMNIBUS AGREEMENT
Omnibus Agreement • September 15th, 2005 • Global Partners LP • Wholesale-petroleum bulk stations & terminals

This Omnibus Agreement (this "Agreement") is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among the parties listed on the signature pages hereof (each a "Party" and collectively the "Parties").

EMPLOYMENT AGREEMENT
Employment Agreement • April 23rd, 2018 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Massachusetts

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of January 1, 2018, by and between Global GP LLC, a Delaware limited liability company (the “Company”), and Daphne H. Foster (the “Executive”).

Global Partners LP Long-Term Incentive Plan Grant of Phantom Units to Canadian Employees
Global Partners Lp • March 13th, 2015 • Wholesale-petroleum bulk stations & terminals • Delaware
7.75% SENIOR NOTES DUE 2018
Note Purchase Agreement • December 26th, 2013 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This Note Purchase Agreement (this “Agreement”), dated as of December 23, 2013 (the “Closing Date”), is among Global Partners LP, a Delaware limited partnership (the “Company”), GLP Finance Corp., a Delaware corporation (“Finance Corp.,” and together with the Company, the “Issuers”), and the purchasers set forth in Schedule A hereto (collectively, the “Purchasers,” and each individually, a “Purchaser”).

ASSET PURCHASE AGREEMENT by and among MOTIVA ENTERPRISES LLC, as Seller GLOBAL OPERATING LLC, as Purchaser and GLOBAL PARTNERS LP, as Guarantor
Asset Purchase Agreement • December 21st, 2023 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas

This Asset Purchase Agreement (this “Agreement”), dated as of November 8, 2023 (the “Effective Date”), is entered into by and between Motiva Enterprises LLC, a Delaware limited liability company (the “Seller”), Global Operating LLC, a Delaware limited liability company (the “Purchaser”), and Global Partners LP, a Delaware limited partnership (the “Guarantor”). Each of the foregoing is referred to herein as a “Party” and collectively as the “Parties.” In addition to the terms defined in the body of this Agreement, capitalized terms used herein shall have the meanings set forth in Annex A attached hereto and made a part hereof.

FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP
Global Partners Lp • March 24th, 2021 • Wholesale-petroleum bulk stations & terminals • Delaware

THIS FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GLOBAL PARTNERS LP dated as of March 24, 2021, is entered into by and between Global GP LLC, a Delaware limited liability company, as the General Partner, and any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

Registration Rights Agreement $350,000,000 GLOBAL PARTNERS LP GLP FINANCE CORP. 6.875% Senior Notes due 2029 Registration Rights Agreement
Registration Rights Agreement • October 8th, 2020 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York

This REGISTRATION RIGHTS AGREEMENT dated October 7, 2020 (the “Agreement”) is entered into by and among Global Partners LP, a Delaware limited partnership (the “Partnership”), GLP Finance Corp., a Delaware corporation (“GLP Finance,” and together with the Partnership, the “Issuers”), the guarantors listed on the signature pages hereto (the “Guarantors”), and BofA Securities, Inc. (“Merrill”), for itself and the other several Initial Purchasers listed on Schedule 1 hereto (the “Initial Purchasers”).

FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • January 13th, 2015 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals

This FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “First Amendment”) dated as of December 12, 2014, is made by and among Warren Equities, Inc., a Delaware corporation (the “Company”), The Warren Alpert Foundation, a Delaware nonstock corporation (“Seller”), Global Montello Group Corp., a Delaware corporation (“Buyer”), and Global Partners LP, a Delaware limited partnership (“Buyer Guarantor”). The Company, Seller, Buyer and Buyer Guarantor, shall be referred to herein from time to time collectively as the “Parties.”

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