SECOND AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MAGELLAN GP, LLC A Delaware Limited Liability Company Dated as of October 20, 2005Limited Liability Company Agreement • January 24th, 2006 • Magellan Midstream Holdings Lp • Pipe lines (no natural gas) • Delaware
This SECOND AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Magellan GP, LLC (the “Company”), dated as of October 20, 2005, is adopted, executed and agreed to for good and valuable consideration by Magellan Midstream Holdings, L.P., a Delaware limited partnership (“MMH”), as the member (“Member”).
WORKING CAPITAL LOAN AGREEMENTWorking Capital Loan Agreement • January 24th, 2006 • Magellan Midstream Holdings Lp • Pipe lines (no natural gas) • New York
WORKING CAPITAL LOAN AGREEMENT (this “Agreement”), dated as of January __, 2006 (the “Effective Date”), between MGG MIDSTREAM HOLDINGS, L.P., a limited partnership organized and existing under the laws of the State of Delaware with principal offices at One Williams Center, Tulsa, Oklahoma 74172 (“Lender”) and MAGELLAN MIDSTREAM HOLDINGS, L.P., a limited partnership organized and existing under the laws of the State of Delaware with principal offices at One Williams Center, Tulsa, Oklahoma 74172 (“Borrower”).
SERVICES AGREEMENTServices Agreement • January 24th, 2006 • Magellan Midstream Holdings Lp • Pipe lines (no natural gas) • New York
This Services Agreement (this “Agreement”) is entered into as of the 24th day of December, 2005 (the “Effective Date”), among Magellan Midstream Partners, L.P., a Delaware limited partnership (“MMP”), Magellan GP, LLC, a Delaware limited liability company (“GP”), and Magellan Midstream Holdings GP, LLC, a Delaware limited liability company (“MMHGP”, and collectively with MMP and GP, the “Parties” and each, a “Party”).
AGREEMENT FOR TRANSFER AND ASSUMPTION OF SPONSORSHIP OF EMPLOYEE BENEFIT PLANS OF MAGELLAN MIDSTREAM HOLDINGS, L.P.Agreement for Transfer and Assumption • January 24th, 2006 • Magellan Midstream Holdings Lp • Pipe lines (no natural gas)
This AGREEMENT FOR TRANSFER AND ASSUMPTION OF SPONSORSHIP OF EMPLOYEE BENEFIT PLANS OF MAGELLAN MIDSTREAM HOLDINGS, L.P. is entered into by the parties who are the signatories hereto. It shall be effective as of the date set forth herein.
