FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WORLD POINT TERMINALS, LP A Delaware Limited Partnership Dated as of August 14, 2013World Point Terminals, LP • August 20th, 2013 • Wholesale-petroleum bulk stations & terminals • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WORLD POINT TERMINALS, LP dated as of August 14, 2013, is entered into by and between WPT GP, LLC, a Delaware limited liability company, as the General Partner, and World Point Terminals, Inc., a Delaware corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
CREDIT AGREEMENT dated as of August 14, 2013 among CENTER POINT TERMINAL COMPANY, LLC, as Borrower, THE LENDERS PARTY HERETO and THE BANK OF TOKYO- MITSUBISHI UFJ, LTD., as Administrative Agent, UNION BANK N.A., as Collateral Agent, THE BANK OF...Credit Agreement • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals • New York
CREDIT AGREEMENT dated as of August 14, 2013, among Center Point Terminal Company, LLC, a limited liability company formed under the laws of Delaware (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I), THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as administrative agent (in such capacity, including any successor thereto in such capacity, the “Administrative Agent”) and UNION BANK N.A., as collateral agent (in such capacity, including any successor thereto in such capacity, the “Collateral Agent”) for the Lenders.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTConveyance and Assumption • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals
This Contribution, Conveyance and Assumption Agreement, dated as of August 14, 2013 (this “Agreement”), is by and among World Point Terminals, LP, a Delaware limited partnership (the “Partnership”), WPT GP, LLC, a Delaware limited liability company (the “General Partner”), World Point Terminals, Inc., a Delaware corporation (“WPTI”), CPT 2010, LLC, a Missouri limited liability company (“CPT 2010”), and Center Point Terminal Company, LLC, a Delaware limited liability company (“OLLC”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
OMNIBUS AGREEMENTOmnibus Agreement • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals • Missouri
This Omnibus Agreement (this “Agreement”) is entered into on, and effective as of, the Closing Date among Apex Oil Company Inc., a Missouri corporation (“Apex”), World Point Terminals, Inc., a Delaware corporation (“WPTI”), World Point Terminals, LP, a Delaware limited partnership (the “Partnership”), WPT GP, LLC, a Delaware limited liability company (the “General Partner”), CPT 2010, LLC, a Missouri limited liability company (“CPT 2010”), and Center Point Terminal Company LLC, a Delaware limited liability company (the “Operating Company”).
TERMINALING SERVICES AGREEMENTTerminaling Services Agreement • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals
This Terminaling Service Agreement (“Agreement”) is made effective the 14th day of August, 2013 (the “Effective Date”) between Center Point Terminal Company, LLC, a Delaware limited liability company (“Terminal”), and Apex Oil Company, Inc., a Missouri corporation (“Customer”).
TERMINALING SERVICES AGREEMENTTerminaling Services Agreement • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals
This Terminaling Service Agreement (“Agreement”) is made effective the 14th day of August, 2013 (the “Effective Date”) between Center Point Terminal Company, LLC, a Delaware limited liability company (“Terminal”), and Enjet, LLC, a Texas limited liability company (“Customer”).
