CORPORATE GUARANTYCorporate Guaranty • September 12th, 2012 • Vertex Energy Inc. • Refuse systems • Texas
This Guaranty (as amended, supplemented, or restated, this “Guaranty”) is executed as of August 31, 2012, by VERTEX ACQUISITION SUB, LLC, a Nevada limited liability company, CEDAR MARINE TERMINALS, LP, a Texas limited partnership, CROSSROAD CARRIERS, L.P., a Texas limited partnership, VERTEX RECOVERY, L.P., a Texas limited partnership, and H & H OIL, L.P., a Texas limited partnership, and VERTEX II GP, LLC, a Nevada limited liability company (each a “Guarantor”, and collectively, the “Guarantors”) for the benefit of BANK OF AMERICA, N.A., as lender (“Lender”).
REVOLVING NOTERevolving Note • September 12th, 2012 • Vertex Energy Inc. • Refuse systems
This note has been executed and delivered under, and is subject to the terms of, the Credit Agreement dated as of the date hereof (as amended, supplemented or restated from time to time, the “Credit Agreement”), between Borrower and Lender and is the “Revolving Note” referred to in the Credit Agreement. Unless defined in this note, or the context requires otherwise, capitalized terms used in this note have the meanings given them in the Credit Agreement. Reference is made to the Credit Agreement for provisions affecting this note regarding applicable interest rates, principal and interest payment dates, final maturity, voluntary and mandatory prepayments, acceleration of maturity, exercise of rights, payment of attorneys’ fees, court costs and other costs of collection, certain waivers by Borrower and others now or hereafter obligated for payment of any sums due under this note, and security for the payment of this note. This note is a Loan Document and, therefore, is subject to the ap
FIRST AMENDMENT TO UNIT PURCHASE AGREEMENTUnit Purchase Agreement • September 12th, 2012 • Vertex Energy Inc. • Refuse systems • Texas
This FIRST AMENDMENT TO UNIT PURCHASE AGREEMENT (this “Amendment”) dated September 11, 2012 (the “Effective Date”), is entered into by and among Vertex Energy, Inc., a Nevada corporation (“Buyer”), Vertex Acquisition Sub, LLC, a Nevada limited liability company (“Target”), Vertex Holdings, L.P., a Texas limited partnership (“Holdings”), and B & S Cowart Family L.P., a Texas limited partnership (“B&S LP” and together with Holdings, the “Sellers”). Target and the Sellers are sometimes referred to herein collectively as the “Seller Parties.”
FORM OF SECURITY AGREEMENT [(Vertex Energy, Inc.)] [(Vertex Acquisition Sub, LLC)] [(Cedar Marine Terminals, LP)] [(Crossroad Carriers, L.P.)] [(Vertex Recovery, L.P.)][H & H Oil, L.P.)] [(Vertex II GP, LLC)]Form of Security Agreement • September 12th, 2012 • Vertex Energy Inc. • Refuse systems
THIS SECURITY AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is executed as of August 31, 2012 by [VERTEX ENERGY, INC.] [VERTEX ACQUISITION SUB, LLC] [CEDAR MARINE TERMINALS, LP] [CROSSROAD CARRIERS, L.P.] [VERTEX RECOVERY, L.P.] [H & H OIL, L.P.] [Vertex II GP, LLC], a [Nevada corporation/limited liability company] [Texas limited partnership] (“Debtor”), for the benefit of BANK OF AMERICA, N.A. (“Secured Party”).
CREDIT AGREEMENT between VERTEX ENERGY, INC., as Borrower and BANK OF AMERICA, N.A., Lender As of August 31, 2012Credit Agreement • September 12th, 2012 • Vertex Energy Inc. • Refuse systems
TABLE OF CONTENTS Page SECTION 1 DEFINITIONS AND TERMS 1 1.1 Definitions 1 1.2 Interpretive Provisions 17 1.3 Accounting Terms 17 1.4 References to Documents 18 1.5 Time 18 SECTION 2 LOAN COMMITMENTS. 18 2.1 Revolving Credit Facility 18 2.2 Term Loan 18 2.3 Loan Procedure 18 2.4 Prepayments 19 2.5 LC Facility 20 SECTION 3 TERMS OF PAYMENT. 23 3.1 Notes and Payments 23 3.2 Revolving Credit Facility 23 3.3 Term Loan 23 3.4 Order of Application 24 3.5 Interest 24 3.6 Interest Calculations 24 3.7 Maximum Rate 24 3.8 Set off 25 3.9 Debit Account 25 3.10 Interest Periods, Conversions, and Continuations 25 3.11 Limitation on Types of Loans. 26 3.12 Increased Cost and Reduced Return. 26 3.13 Illegality. 27 3.14 Treatment of Affected Loans. 27 3.15 Funding Loss. 28 SECTION 4 FEES. 28 4.1 Treatment of Fees 28 4.2 Unused Commitment Fee 28 4.3 Closing Fee 28 4.4 LC Fees. 28 SECTION 5 CONDITIONS PRECEDENT. 29 5.1 Conditions to Initial Credit Extension 29 5.2 Conditions to all Credit Extensions 29 5
TERM NOTETerm Note • September 12th, 2012 • Vertex Energy Inc. • Refuse systems
This note has been executed and delivered under, and is subject to the terms of, the Credit Agreement dated as of the date hereof (as amended, supplemented or restated from time to time, the “Credit Agreement”), between Borrower and Lender and is the “Term Note” referred to in the Credit Agreement. Unless defined in this note, or the context requires otherwise, capitalized terms used in this note have the meanings given them in the Credit Agreement. Reference is made to the Credit Agreement for provisions affecting this note regarding applicable interest rates, principal and interest payment dates, final maturity, voluntary and mandatory prepayments, acceleration of maturity, exercise of rights, payment of attorneys’ fees, court costs and other costs of collection, certain waivers by Borrower and others now or hereafter obligated for payment of any sums due under this note, and security for the payment of this note. This note is a Loan Document and, therefore, is subject to the applica
