0001193125-11-307151 Sample Contracts

TERMINAL OPERATING AGREEMENT
Terminal Operating Agreement • November 10th, 2011 • Sprague Resources LP • Wholesale-petroleum bulk stations & terminals • Massachusetts

This TERMINAL OPERATING AGREEMENT (“Operating Agreement”), dated as of , 2011, is by and among SPRAGUE MASSACHUSETTS PROPERTIES LLC (“SPRAGUE MASSACHUSETTS”), a Delaware limited liability company, having its principal place of business at 2 International Drive, Suite 200, Portsmouth, New Hampshire 03801, SPRAGUE RESOURCES HOLDINGS LLC (“SPRAGUE HOLDINGS”), a Delaware limited liability company, having its principal place of business at 2 International Drive, Suite 200, Portsmouth, New Hampshire 03801, and SPRAGUE OPERATING RESOURCES LLC (“SPRAGUE OPERATING RESOURCES”), a Delaware limited liability company, having its principal place of business at 2 International Drive, Suite 200, Portsmouth, New Hampshire, 03801. SPRAGUE RESOURCES, SPRAGUE HOLDINGS and SPRAGUE MASSACHUSETTS are collectively referred to herein as the “Parties.”

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