FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DELEK LOGISTICS GP, LLC A Delaware Limited Liability Company Dated as ofLimited Liability Company Agreement • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas) • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Delek Logistics GP, LLC (the “Company”), dated as of [ ], 2012, is adopted, executed and agreed to by Delek US Holdings, Inc., a Delaware corporation (“Delek US”), as the sole member of the Company.
OMNIBUS AGREEMENT among DELEK US HOLDINGS, INC., DELEK REFINING, LTD., LION OIL COMPANY, DELEK LOGISTICS PARTNERS, LP, PALINE PIPELINE COMPANY, LLC, SALA GATHERING SYSTEMS LLC, MAGNOLIA PIPELINE COMPANY, LLC, EL DORADO PIPELINE COMPANY, LLC, DELEK...Omnibus Agreement • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) among Delek US Holdings, Inc., a Delaware corporation (“Delek US”), on behalf of itself and the other Delek Entities (as defined herein), Delek Refining, Ltd., a Texas Limited Partnership (“Delek Refining”), Lion Oil Company, an Arkansas corporation (“Lion Oil”), Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership”), Paline Pipeline Company, LLC, a Texas limited liability company (“Paline”), SALA Gathering Systems LLC, a Texas limited liability company (“SALA”), Magnolia Pipeline Company, LLC, a Delaware limited liability company (“Magnolia”), El Dorado Pipeline Company, LLC, a Delaware limited liability company (“El Dorado”), Delek Crude Logistics, LLC, a Texas limited liability company (“Crude Logistics”), Delek Marketing-Big Sandy, LLC, a Texas limited liability company (“Marketing-Big Sandy”), Delek Logistics Operating, LLC, a Delaware limite
PIPELINES AND TANKAGE AGREEMENT (East Texas Crude Logistics System)Pipelines and Tankage Agreement • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This Pipelines and Tankage Agreement (this “Agreement”) is dated as of [ ], 2012 by and between Delek Refining, Ltd., a Texas limited partnership (the “Refining Entity”), and Delek Crude Logistics, LLC, a Texas limited liability company (the “Logistics Entity”). Each of the Refining Entity and the Logistics Entity are individually referred to herein as a “Party” and collectively as the “Parties.”
OPERATION AND MANAGEMENT SERVICES AGREEMENTOperation and Management Services Agreement • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
OPERATION AND MANAGEMENT SERVICES AGREEMENT (“Agreement”), dated as of [ ], 2012 (the “Effective Date”), by and among Delek Logistics Services Company, a Delaware corporation (the “Services Company”), Delek Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), and Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Partnership Parties”). The Services Company, the General Partner and the Partnership may be referred to herein individually as “Party” or collectively as “Parties.”
TERMINALLING SERVICES AGREEMENT (Big Sandy Terminal)Terminalling Services Agreement • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This Terminalling Services Agreement (the “Agreement”) is dated as of [ ], 2012 by and between Delek Refining Ltd., a Texas limited partnership (“Delek Refining”), and Delek Marketing-Big Sandy, LLC, a Texas limited liability company (“Delek-Big Sandy”).
DELEK LOGISTICS GP, LLC EMPLOYEE PHANTOM UNIT AGREEMENT-Term Incentive Plan • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas) • Delaware
This Phantom Unit Agreement (“Agreement”) between Delek Logistics GP, LLC (the “Company”) and (the “Participant”), regarding an award (“Award”) of Phantom Units (as defined in the Delek Logistics GP, LLC 2012 Long-Term Incentive Plan (the “Plan”)) granted to the Participant on , 20 (the “Grant Date”), such number of Phantom Units subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:
DELEK LOGISTICS GP, LLC DIRECTOR PHANTOM UNIT AGREEMENT-Term Incentive Plan • October 16th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas) • Delaware
This Phantom Unit Agreement (“Agreement”) between Delek Logistics GP, LLC (the “Company”) and (the “Participant”), regarding an award (“Award”) of Phantom Units (as defined in the Delek Logistics GP, LLC 2012 Long-Term Incentive Plan (the “Plan”)) granted to the Participant on , 20 (the “Grant Date”), such number of Phantom Units subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:
