REGISTRATION RIGHTS AGREEMENT Dated as of March 8, 2011 by and among UNITED REFINING COMPANY THE SUBSIDIARY GUARANTORS NAMED HEREIN and CREDIT SUISSE SECURITIES (USA) LLC as Representative of the several Initial Purchasers named hereinRegistration Rights Agreement • March 11th, 2011 • United Refining Co • Petroleum refining • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of March 8, 2011 by and among UNITED REFINING COMPANY, a Pennsylvania corporation (the “Company”), the SUBSIDIARY GUARANTORS (as defined herein) and CREDIT SUISSE SECURITIES (USA) LLC as representative (the “Representative”) for the several initial purchasers named herein (collectively, the “Initial Purchasers”). The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers to purchase $365,000,000 of the Company’s 10.500% First Priority Senior Secured Notes due 2018 under the Purchase Agreement, dated as of February 25, 2011 (the “Purchase Agreement”), by and among the Company, the Subsidiary Guarantors and the Representative.
SECURITY AGREEMENT dated as of March 8, 2011 between UNITED REFINING COMPANY and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Collateral AgentSecurity Agreement • March 11th, 2011 • United Refining Co • Petroleum refining • New York
AGREEMENT dated as of March 8, 2011 between UNITED REFINING COMPANY, as Grantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent.
INDENTURE Dated as of March 8, 2011 among UNITED REFINING COMPANY as Company, the Subsidiary Guarantors named herein, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee and Collateral Agent 10.500% First Priority Senior Secured Notes due...Indenture • March 11th, 2011 • United Refining Co • Petroleum refining • New York
INDENTURE dated as of March 8, 2011, among United Refining Company (the “Company”), the Subsidiary Guarantors signatory hereto (the “Subsidiary Guarantors”) and The Bank of New York Mellon Trust Company, N.A. as trustee (the “Trustee”) and as collateral agent (the “Collateral Agent”).
ContractFirst Supplemental Indenture • March 11th, 2011 • United Refining Co • Petroleum refining • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of March 8, 2011 (this “Supplemental Indenture”), is by and among United Refining Company, a Pennsylvania corporation (the “Company”), the Subsidiary Guarantors hereto (the “Subsidiary Guarantors”) and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee (the “Trustee”).
INTERCREDITOR AND ACCESS AGREEMENTIntercreditor and Access Agreement • March 11th, 2011 • United Refining Co • Petroleum refining • New York
THIS INTERCREDITOR AND ACCESS AGREEMENT (the “Agreement”) is dated as of March 8, 2011, and is made by and among THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (the “Note Collateral Agent”), as Collateral Agent for itself, The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee under the Indenture defined below (the “Trustee”), and the Note Secured Parties (as hereinafter defined), PNC BANK, NATIONAL ASSOCIATION (the “Bank Agent”), as Bank Agent for itself and the Bank Lenders (as hereafter defined), UNITED REFINING COMPANY, a Pennsylvania corporation (“URC”), and certain Subsidiaries of URC which are obligors to the Noteholders and the Bank Lenders (the “Subsidiary Obligors”).
