Big West Oil Partners, LP Sample Contracts

Big West Oil Partners, LP – Consent of Independent Registered Public Accounting Firm (February 15th, 2008)
Big West Oil Partners, LP – FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BIG WEST GP, LLC (January 18th, 2008)

THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of BIG WEST GP, LLC (the “Company”), dated as of the Closing Date is entered into by Big West Holdings, LLC, a Delaware limited liability company (“BWH”), as sole member of the Company (the “Sole Member”).

Big West Oil Partners, LP – BIG WEST GP, LLC LONG-TERM INCENTIVE PLAN (January 18th, 2008)
Big West Oil Partners, LP – SHARED SERVICES AGREEMENT between BIG WEST OIL OPERATING, LP and BIG WEST OIL, LLC (January 18th, 2008)

THIS SHARED SERVICES AGREEMENT is made effective as of _____________, 2008, by and between Big West Oil Operating, LP, a Delaware limited partnership (“Owner”), and Big West Oil, LLC, a Utah limited liability company (“Big West”). Owner and Big West are sometimes referred to herein separately as “Party” or collectively as the “Parties”.

Big West Oil Partners, LP – Consent of Independent Registered Public Accounting Firm (January 18th, 2008)
Big West Oil Partners, LP – OMNIBUS AGREEMENT among FLYING J INC. BIG WEST OIL, LLC BIG WEST GP, LLC BIG WEST OIL PARTNERS, LP BIG WEST OPERATING GP, LLC and BIG WEST OIL OPERATING, LP (January 18th, 2008)

THIS OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among Big West Oil, LLC, a Utah limited liability company (“Big West”), Big West GP, LLC, a Delaware limited liability company (“GP”), Big West Oil Partners, LP, a Delaware limited partnership (“MLP”), Big West Operating GP, LLC, a Delaware limited liability company (“Operating GP”), Big West Oil Operating, LP, a Delaware limited partnership (“Opco”) and, for the limited purpose of being bound by Article IV and Article X, Flying J Inc., a Utah corporation (“Flying J”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

Big West Oil Partners, LP – MASTER SERVICES AGREEMENT between BIG WEST OIL OPERATING, LP and BIG WEST OIL, LLC (January 18th, 2008)

THIS MASTER SERVICES AGREEMENT is made effective as of _____________, 2008, by and between Big West Oil Operating, LP, a Delaware limited partnership (“Owner”), and Big West Oil, LLC, a Utah limited liability company (“Service Provider”). Owner and Service Provider are sometimes referred to herein separately as “Party” or collectively as the “Parties”.

Big West Oil Partners, LP – SITE LEASE AGREEMENT BETWEEN BIG WEST OIL, LLC AS LESSOR AND BIG WEST OIL OPERATING, LP AS LESSEE (January 18th, 2008)

THIS SITE LEASE AGREEMENT (this “Lease”) is made and entered into to be effective as of the ____ day of ________, 2008, between Big West Oil, LLC, a Utah limited liability company (together with its successors and assigns permitted pursuant to the terms of this Lease, “Lessor”), and Big West Oil Operating, LP, a Delaware limited partnership (together with its successors and assigns permitted pursuant to the terms of this Lease, “Lessee”). Lessor and Lessee are referred to individually as a “Party” and collectively as the “Parties.”

Big West Oil Partners, LP – CATALYTIC CRACKING AND ALKYLATION REFINING AGREEMENT between BIG WEST OIL OPERATING, LP, a Delaware limited partnership, and Big West Oil, LLC, a Utah limited liability company, dated , 2008 (January 18th, 2008)

This Catalytic Cracking and Alkylation Refining Agreement (this “Agreement”) is entered into by and between Big West Oil Operating, LP, a Delaware limited partnership (“Refiner”), and Big West Oil, LLC, a Utah limited liability company (“Customer”), as of                     , 2008 (the “Effective Date”).

Big West Oil Partners, LP – CERTIFICATE OF LIMITED PARTNERSHIP OF BIG WEST OIL PARTNERS, LP (December 7th, 2007)

This Certificate of Limited Partnership of Big West Oil Partners, LP (the “Partnership”), dated as of December 3, 2007, is being duly executed and filed pursuant to Section 17-201 of the Delaware Revised Uniform Limited Partnership Act (the “Act”) to form a limited partnership under the Act.

Big West Oil Partners, LP – Consent of Independent Registered Public Accounting Firm (December 7th, 2007)