NUSTAR ENERGY L.P. Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • April 28th, 2017 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
This is to confirm the agreement among the Partnership, Riverwalk Logistics, L.P., a Delaware limited partnership and the general partner of the Partnership (the “General Partner”), NuStar GP, LLC, a Delaware limited liability company and the general partner of the General Partner (“NuStar GP”), and the Underwriters concerning the purchase of the Offered Units from the Partnership by the Underwriters. The Partnership, the General Partner and NuStar GP are collectively referred to herein as the “Partnership Parties.”
FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NUSTAR ENERGY L.P.NuStar Energy L.P. • April 28th, 2017 • Pipe lines (no natural gas) • Delaware
THIS FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NUSTAR ENERGY L.P. (the “Partnership”) dated as of April 28, 2017, is entered into by and among Riverwalk Logistics, L.P., a Delaware limited partnership, as the General Partner, and the Limited Partners (as defined herein) as of the date hereof, together with any other Persons (as defined herein) who become Partners (as defined herein) 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:
NUSTAR LOGISTICS, L.P., Issuer NUSTAR ENERGY L.P., Guarantor NUSTAR PIPELINE OPERATING PARTNERSHIP L.P., Affiliate Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION, Successor Trustee EIGHTH SUPPLEMENTAL INDENTURE Dated as of April 28, 2017 to...Indenture • April 28th, 2017 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
EIGHTH SUPPLEMENTAL INDENTURE, dated as of April 28, 2017 (the “Eighth Supplemental Indenture”), among NuStar Logistics, L.P. (formerly known as Valero Logistics Operations, L.P.), a Delaware limited partnership having its principal office at 19003 IH-10 West, San Antonio, Texas 78257 (the “Partnership”), NuStar Energy L.P. (formerly known as Valero L.P.), a Delaware limited partnership (the “Guarantor”), NuStar Pipeline Operating Partnership L.P. (formerly known as Kaneb Pipe Line Operating Partnership, L.P.), a Delaware limited partnership and an Affiliate of the Partnership (the “Affiliate Guarantor”), and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as successor trustee (the “Trustee”) to The Bank of New York Trust Company, N.A., which was successor trustee to The Bank of New York, a New York banking corporation, as trustee. This Eighth Supplemental Indenture amends and supplements the
