0000950123-09-068912 Sample Contracts

LEASE AND ACCESS AGREEMENT (East Tulsa) BETWEEN HOLLY REFINING & MARKETING- TULSA LLC, AS LESSOR AND HEP TULSA LLC, AS LESSEE December 1, 2009
Lease and Access Agreement • December 7th, 2009 • Holly Corp • Petroleum refining • Oklahoma

THIS LEASE AND ACCESS AGREEMENT (TULSA) (this “Lease”) is made and entered into to be effective as of the 1st day of December, 2009, between HOLLY REFINING & MARKETING-TULSA LLC, a limited liability company organized and existing under the laws of Delaware (herein called “Lessor”), and HEP TULSA LLC, a limited liability company organized and existing under the laws of Delaware (herein called “Lessee”). Lessor and Lessee are referred to individually as a “Party” and collectively as the “Parties.”

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INDEMNIFICATION PROCEEDS AND PAYMENTS ALLOCATION AGREEMENT
Indemnification Proceeds and Payments Allocation Agreement • December 7th, 2009 • Holly Corp • Petroleum refining

This Indemnification Proceeds and Payments Allocation Agreement (this “Agreement”) is dated as of December 1, 2009, by and between Holly Refining & Marketing-Tulsa, LLC (“Holly Tulsa”) and HEP Tulsa LLC (“HEP Tulsa”). Each of Holly Tulsa and HEP Tulsa are individually referred to herein as a “Party” and collectively as the “Parties.”

AMENDMENT NO. 1 TO ASSET SALE AND PURCHASE AGREEMENT
Asset Sale and Purchase Agreement • December 7th, 2009 • Holly Corp • Petroleum refining

THIS AMENDMENT NO. 1 TO ASSET SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 1st day of December, 2009 by and between HOLLY REFINING & MARKETING-TULSA LLC, a limited liability company organized and existing under the laws of Delaware (“Holly Tulsa” or a “Buyer”), HEP TULSA LLC, a limited liability company organized and existing under the laws of Delaware (“HEP Tulsa,” or a “Buyer” and together with Holly Tulsa, the “Buyers”), and SINCLAIR TULSA REFINING COMPANY, a corporation organized and existing under the laws of the State of Wyoming (the “Seller”). Seller and the Buyers are referred to individually as a “Party” and collectively as the “Parties.”

PIPELINES, TANKAGE AND LOADING RACK THROUGHPUT AGREEMENT (TULSA EAST)
Tankage and Loading Rack Throughput Agreement • December 7th, 2009 • Holly Corp • Petroleum refining

This Pipelines, Tankage and Loading Rack Throughput Agreement (this “Agreement”) is dated as of December 1, 2009, by and between Holly Refining & Marketing-Tulsa, LLC (“Holly Tulsa”) and HEP Tulsa LLC (“HEP Tulsa”). Each of Holly Tulsa and HEP Tulsa are individually referred to herein as a “Party” and collectively as the “Parties.”

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