PURCHASE AGREEMENT by and among PRO LP CORP. a Delaware corporation and PRO GP CORP. a Delaware corporation collectively, as Selling Parties, and BREITBURN ENERGY PARTNERS L.P. a Delaware limited partnership, as Buyer, for the purchase and sale of all...Purchase Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
THIS PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 17th day of June, 2008, by and among PRO LP CORP., a Delaware corporation (“Pro LP”), and PRO GP CORP., a Delaware corporation (“Pro GP,” and collectively with Pro LP, the “Selling Parties”), and BREITBURN ENERGY PARTNERS L.P., a Delaware limited partnership (“Buyer”).
AMENDMENT NO. 1 TO THE OPERATIONS AND PROCEEDS AGREEMENTOperations and Proceeds Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Operations and Proceeds Agreement (the “Agreement”), relating to the Dominugez Field and dated October 10, 2006, is entered into this 17th day of June, 2008, by and between BreitBurn Energy Company L.P. (“Owner-Operator”) and BreitBurn Operating L.P. (“Counterparty”). Capitalized terms used but not defined shall have the meanings assigned to them in the Agreement.
ACKNOWLEDGEMENT OF TERMINATIONBreitBurn Energy Partners L.P. • June 23rd, 2008 • Crude petroleum & natural gas
Reference is hereby made to the Omnibus Agreement for all purposes. Any capitalized term used but not defined herein has the meaning given such term in the Omnibus Agreement.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BREITBURN GP, LLCLimited Liability Company Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of BREITBURN GP, LLC (the “Company”), dated as of June 17, 2008, is entered into by BreitBurn Energy Partners L.P., a Delaware limited partnership (the “MLP”), as sole member of the Company (the “Sole Member”).
PURCHASE AGREEMENT by and among PRO LP CORP. a Delaware corporation and PRO GP CORP. a Delaware corporation collectively, as Selling Parties, and BREITBURN ENERGY PARTNERS L.P. a Delaware limited partnership, as Buyer, for the purchase and sale of all...Purchase Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
THIS PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 17th day of June, 2008, by and among PRO LP CORP., a Delaware corporation (“Pro LP”), and PRO GP CORP., a Delaware corporation (“Pro GP,” and collectively with Pro LP, the “Selling Parties”), and BREITBURN ENERGY PARTNERS L.P., a Delaware limited partnership (“Buyer”).
AMENDMENT NO. 1 TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF BREITBURN ENERGY PARTNERS L.P.BreitBurn Energy Partners L.P. • June 23rd, 2008 • Crude petroleum & natural gas • Delaware
This Amendment No. 1 to the First Amended and Restated Agreement of Limited Partnership of BreitBurn Energy Partners L.P., a Delaware limited partnership (the “Partnership”), dated as of June 17, 2008 (this “Amendment”), is made and entered into by BreitBurn GP, LLC, a Delaware limited liability company, as general partner of the Partnership (the “General Partner”) and as the lawful agent and attorney-in-fact for and on behalf of each of the limited partners of the Partnership. Capitalized terms used herein and not otherwise defined are used as defined in the First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of October 10, 2006 (the “LP Agreement”).
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT AND FIRST AMENDMENT TO SECURITY AGREEMENTCredit Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT AND FIRST AMENDMENT TO SECURITY AGREEMENT (hereinafter called this “Amendment”) is dated as of June 17, 2008, by and among BREITBURN OPERATING L.P., a Delaware limited partnership (the “Company”), BREITBURN ENERGY PARTNERS L.P., as Parent Guarantor (“Parent”), the Company’s Subsidiaries, as guarantors (the “Guarantors”), the Lenders (defined below), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”).
AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT AMONG PRO GP CORP., BREITBURN ENERGY COMPANY L.P. AND BREITBURN MANAGEMENT COMPANY, LLCAdministrative Services Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
AMENDMENT NO. 1 TO THE SURFACE OPERATING AGREEMENTThe Surface Operating Agreement • June 23rd, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Surface Operating Agreement (the “Agreement”), dated October 10, 2006, is entered into this 17th day of June, 2008 (the “Effective Date”), by and between BreitBurn Energy Company L.P. and its predecessor BreitBurn Energy Corporation (collectively “Surface Operator”) and BreitBurn Operating L.P. (“Owner”). Capitalized terms used but not defined shall have the meanings assigned to them in the Agreement.
