FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • May 15th, 2020 • PBF Energy Co LLC • Petroleum refining • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of February 3, 2020, among Martinez Refining Company LLC, a Delaware limited liability company (“Martinez Refining”) and subsidiary of PBF Holding Company LLC, a Delaware limited liability company (the “Company”), Martinez Terminal Company LLC, a Delaware limited liability company and subsidiary of the Company (“Martinez Terminal” and, together with Martinez Refining, the “Guaranteeing Subsidiaries” and, each individually, a “Guaranteeing Subsidiary”), the Company and PBF Finance Corporation, a Delaware corporation (“Finance Co.” and, together with the Company, the “Issuers”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Deutsche Bank Trust Company Americas, as paying agent (the “Paying Agent”), transfer agent (the “Transfer Agent”), registrar (the “Registrar”) and authenticating agent (the “Authenticating Agent” and, together with the Paying Agent, the Transfer Agent and the Registrar, th
FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • May 15th, 2020 • PBF Energy Co LLC • Petroleum refining
This FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of February 18, 2020 (this “Amendment”), is entered into by and among Bank of America, N.A., individually as a Lender, as administrative agent (in such capacity, “Administrative Agent”) for itself and any other financial institution which is a party hereto as a lender (each such financial institution is referred to hereinafter individually as a “Lender” and collectively as the “Lenders”), and as collateral agent (in such capacity, “Collateral Agent”) for the Lenders, the Lenders, PBF Holding Company LLC, a Delaware limited liability company (“Holdings”), Delaware City Refining Company LLC, a Delaware limited liability company (“Delaware City”), Paulsboro Refining Company LLC, a Delaware limited liability company (“Paulsboro”), Toledo Refining Company LLC, a Delaware limited liability company (“Toledo”), Chalmette Refining, L.L.C., a Delaware limited liability company (“Chalmette”), and Torrance Refining Company
Consent to Temporary Reduction of Biweekly Installments of Base SalaryPBF Energy Co LLC • May 15th, 2020 • Petroleum refining
Reference is hereby made to that certain Employment Agreement between the undersigned (“Executive”) and PBF Investments LLC (“Company”) dated as of September4, 2014 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
Consent to Temporary Reduction of Biweekly Installments of Base SalaryPBF Energy Co LLC • May 15th, 2020 • Petroleum refining
Reference is hereby made to that certain Employment Agreement between the undersigned (“Executive”) and PBF Investments LLC (“Company”) dated as of April 1, 2014 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
JOINDER AGREEMENT February 1, 2020Joinder Agreement • May 15th, 2020 • PBF Energy Co LLC • Petroleum refining • New York
Reference is made to the Senior Secured Revolving Credit Agreement dated as of May 2, 2018 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among PBF Holding Company LLC, a Delaware limited liability company (“Holdings”), Delaware City Refining Company LLC, a Delaware limited liability company (“Delaware City”), Paulsboro Refining Company LLC, a Delaware limited liability company (“Paulsboro”), Toledo Refining Company LLC, a Delaware limited liability company (“Toledo”), Chalmette Refining, L.L.C., a Delaware limited liability company (“Chalmette”), and Torrance Refining Company LLC, a Delaware limited liability company (“Torrance” and together with Holdings, Delaware City, Paulsboro, Toledo and Chalmette, “Borrowers” and each individually, a “Borrower”), the Subsidiary Guarantors (such term and each other capitalized term used but not defined herein having the meaning given it in Article I of the Credit Agreement), the Le
Consent to Temporary Reduction of Biweekly Installments of Base SalaryPBF Energy Co LLC • May 15th, 2020 • Petroleum refining
Reference is hereby made to that certain Amended and Restated Employment Agreement between the undersigned (“Executive”) and PBF Investments LLC (“Company”) dated as of December 17, 2012 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
Consent to Temporary Reduction of Biweekly Installments of Base SalaryPBF Energy Co LLC • May 15th, 2020 • Petroleum refining
Reference is hereby made to that certain Employment Agreement between the undersigned (“Executive”) and PBF Investments LLC (“Company”) dated as of April 1, 2014 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
Consent to Temporary Reduction of Biweekly Installments of Base SalaryPBF Energy Co LLC • May 15th, 2020 • Petroleum refining
Reference is hereby made to that certain Second Amended and Restated Employment Agreement between the undersigned (“Executive”) and PBF Investments LLC (“Company”) dated as of December 17, 2012 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
JOINDER AGREEMENTJoinder Agreement • May 15th, 2020 • PBF Energy Co LLC • Petroleum refining • New York
This Joinder Agreement supplements the Security Agreement and is delivered by the undersigned, Martinez Refining Company LLC, a Delaware limited liability company and Martinez Terminal Company LLC, a Delaware limited liability company (each, a “New Pledgor” and collectively, the “New Pledgors”), pursuant to Section 3.3 of the Security Agreement. Each New Pledgor hereby agrees to be bound as a Guarantor and as a Pledgor party to the Security Agreement by all of the terms, covenants and conditions set forth in the Security Agreement to the same extent that it would have been bound if it had been a signatory to the Security Agreement on the date of the Security Agreement. Each New Pledgor also hereby agrees to be bound as a party by all of the terms, covenants and conditions applicable to it set forth in Articles V, VI and VII of the Credit Agreement to the same extent that it would have been bound if it had been a signatory to the Credit Agreement on the execution date of the Credit Agre
