0000950129-07-003291 Sample Contracts

COMPANY AGREEMENT OF TE PRODUCTS PIPELINE COMPANY, LLC
Company Agreement • July 6th, 2007 • Te Products Pipeline Co LLC • Pipe lines (no natural gas) • Texas

This Company Agreement (this “Agreement”) of TE Products Pipeline Company, LLC, a Texas limited liability company (the “Company”), is hereby adopted by TEPPCO GP, Inc., a Delaware corporation (“TEPPCO GP”), and TEPPCO Partners, L.P., a Delaware limited partnership (the “MLP”), to be effective June 30, 2007, in accordance with the Texas Limited Liability Company Law, part of the Texas Business Organizations Code, as amended (the “TLLCL”), to govern the affairs of the Company and the conduct of its business.

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FOURTH SUPPLEMENTAL INDENTURE
Fourth Supplemental Indenture • July 6th, 2007 • Te Products Pipeline Co LLC • Pipe lines (no natural gas) • New York

FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 30, 2007, among TEPPCO Partners, L.P., a Delaware limited partnership (the “Partnership”), TE Products Pipeline Company, Limited Partnership, a Texas limited partnership (formerly a Delaware limited partnership, “TE Products”), TCTM, L.P., a Delaware limited partnership (“TCTM”), TEPPCO Midstream Companies, L.P., a Texas limited partnership (formerly a Delaware limited partnership, “TEPPCO Midstream”), Val Verde Gas Gathering Company, L.P., a Delaware limited partnership (“Val Verde”, and together with TE Products, TCTM and TEPPCO Midstream, the “Existing Subsidiary Guarantors”), TE Products Pipeline Company, LLC, a Texas limited liability company, TEPPCO Midstream Companies, LLC, a Texas limited liability company (together with TE Products Pipeline Company, LLC, the “New Subsidiary Guarantors”), and U.S. Bank National Association (as successor trustee to Wachovia Bank, National Association), as trustee unde

SECOND SUPPLEMENTAL INDENTURE
Supplemental Indenture • July 6th, 2007 • Te Products Pipeline Co LLC • Pipe lines (no natural gas) • New York

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 30, 2007, among TEPPCO Partners, L.P., a Delaware limited partnership (the “Partnership”), TE Products Pipeline Company, Limited Partnership, a Texas limited partnership (formerly a Delaware limited partnership, “TE Products”), TCTM, L.P., a Delaware limited partnership (“TCTM”), TEPPCO Midstream Companies, L.P., a Texas limited partnership (formerly a Delaware limited partnership, “TEPPCO Midstream”), Val Verde Gas Gathering Company, L.P., a Delaware limited partnership (“Val Verde”, and together with TE Products, TCTM and TEPPCO Midstream, the “Existing Subsidiary Guarantors”), TE Products Pipeline Company, LLC, a Texas limited liability company, TEPPCO Midstream Companies, LLC, a Texas limited liability company (together with TE Products Pipeline Company, LLC, the “New Subsidiary Guarantors”), and The Bank of New York Trust Company, N.A., as trustee under the Indenture referred to below (in such capacity,

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • July 6th, 2007 • Te Products Pipeline Co LLC • Pipe lines (no natural gas) • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 30, 2007, between TE Products Pipeline Companies, LLC, a Texas limited liability company (“TE Products”), and The Bank of New York Trust Company, N.A., a national association, as successor trustee to The Bank of New York, as trustee under the indenture referred to below (in such capacity, the “Trustee”).

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