0001193125-20-054395 Sample Contracts

PARTNERSHIP INTERESTS RESTRUCTURING AGREEMENT
Partnership Interests Restructuring Agreement • February 28th, 2020 • Shell Midstream Partners, L.P. • Pipe lines (no natural gas) • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SHELL MIDSTREAM PARTNERS, L.P. dated as of [●], 2020, is entered into by and between SHELL MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company, as the General Partner, and SHELL MIDSTREAM LP HOLDINGS LLC, a Delaware limited liability company, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein.

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PURCHASE AND SALE AGREEMENT dated as of February 27, 2020, by and among SHELL PIPELINE COMPANY LP, SHELL GOM PIPELINE COMPANY LLC, SHELL CHEMICAL LP, EQUILON ENTERPRISES LLC d/b/a SHELL OIL PRODUCTS US, SHELL MIDSTREAM PARTNERS, L.P. and TRITON WEST LLC
Purchase and Sale Agreement • February 28th, 2020 • Shell Midstream Partners, L.P. • Pipe lines (no natural gas)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of February 27, 2020, by and among SHELL PIPELINE COMPANY LP, a Delaware limited partnership (“SPLC”), SHELL GOM PIPELINE COMPANY LLC, a Delaware limited liability company (“SGOM”), SHELL CHEMICAL LP, a Delaware limited partnership (“Shell Chemical”), EQUILON ENTERPRISES LLC d/b/a SHELL OIL PRODUCTS US, a Delaware limited liability company (“SOPUS” and together with SPLC, SGOM and Shell Chemical, the “Shell Parties”), SHELL MIDSTREAM PARTNERS, L.P., a Delaware limited partnership (“SHLX”), and Triton West LLC, a Delaware limited liability company (“Triton” and together with SHLX the “SHLX Parties”).

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