0001283140-16-000083 Sample Contracts

HOLLY ENERGY PARTNERS, L.P. LONG-TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT (Director)
Restricted Unit Agreement • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Texas

This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Units (“Notice of Grant”) by and between Holly Logistic Services, L.L.C. (the “Company”), and you.

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REFINED PRODUCTS TERMINAL TRANSFER AGREEMENT by and between HEP REFINING ASSETS, L.P., as Seller, with HOLLY ENERGY PARTNERS, L.P., as Guarantor of Seller, EL PASO LOGISTICS LLC. as Buyer, HOLLYFRONTIER CORPORATION, as Guarantor of Buyer, and HOLLY...
Refined Products Terminal Transfer Agreement • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas)

THIS REFINED PRODUCTS TERMINAL TRANSFER AGREEMENT (this "Agreement") dated as of February 22, 2016 to be effective as of the Effective Time (as defined below), is made and entered into by and among HEP REFINING ASSETS, L.P., a Delaware limited partnership ("Seller"), HOLLY ENERGY PARTNERS, L.P., a Delaware limited partnership and Affiliate of Seller (the "Partnership"), EL PASO LOGISTICS LLC, a Delaware limited liability company ("Buyer"), HOLLYFRONTIER CORPORATION, a Delaware corporation and an Affiliate of Buyer ("HFC"), and HOLLY ENERGY PARTNERS – OPERATING, L.P., a Delaware limited partnership and an Affiliate of Seller ("HEP Operating"). Seller and Buyer are sometimes referred to in this Agreement each as a "Party" and collectively as the "Parties." HFC joins this Agreement solely for the purpose of Section 10.1 of this Agreement. The Partnership joins this Agreement solely for the purpose of Section 10.2 of this Agreement. HEP Operating joins this Agreement solely for the purpose

FOURTH SUPPLEMENTAL INDENTURE
Fourth Supplemental Indenture • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas) • New York

FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of November 17, 2015, among El Dorado Operating LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), Holly Energy Partners, L.P., a Delaware limited partnership (“Holly Energy Partners”), and Holly Energy Finance Corp. (“Finance Corp.” and collectively with Holly Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to herein (the “Trustee”).

LLC INTEREST PURCHASE AGREEMENT [El Dorado Osage LLC] by and among HOLLYFRONTIER REFINING & MARKETING LLC, as Seller, with HOLLYFRONTIER CORPORATION, as Guarantor HOLLY ENERGY PARTNERS – OPERATING, L.P., as Buyer and HOLLY ENERGY PARTNERS, L.P. Solely...
Interest Purchase Agreement • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Delaware

THIS LLC INTEREST PURCHASE AGREEMENT (this "Agreement") dated as of February 22, 2016 to be effective as of the Effective Time (as defined below), is made and entered into by and among HOLLYFRONTIER REFINING & MARKETING LLC, a Delaware limited liability company ("Seller"), HOLLYFRONTIER CORPORATION, a Delaware corporation ("HFC"), HOLLY ENERGY PARTNERS – OPERATING, L.P., a Delaware limited partnership ("Buyer"), HOLLY ENERGY PARTNERS, L.P., a Delaware limited partnership (the "Partnership") and HEP LOGISTICS HOLDINGS, L.P., a Delaware limited partnership (“HEP General Partner”). Seller and Buyer are sometimes referred to in this Agreement each as a "Party" and collectively as the "Parties." HFC joins this Agreement solely for the purpose of Articles VI and XI of this Agreement. The Partnership and HEP General Partner join this Agreement solely in respect of Section 2.2(c).

SEPARATION AGREEMENT AND RELEASE OF CLAIMS
Separation Agreement and Release of Claims • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas)

This Separation Agreement and Release of Claims (“Agreement”) is an agreement between Holly Energy Partners, L.P., Holly Logistic Services, L.L.C (“HLS”), HollyFrontier Payroll Services, Inc., and HollyFrontier Corporation (for the limited purposes set forth herein) (“HFC”), on behalf of themselves and their parents, subsidiaries, affiliates, directors and officers (collectively, the “Company”), and me, Bruce R. Shaw.

CONSULTING AGREEMENT
Consulting Agreement • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas)

This Consulting Agreement (the "Agreement") is made and entered into as of the 8th day of December, 2015 (the "Effective Date"), between HollyFrontier Corporation and its subsidiaries and affiliates (hereinafter referred to as the "Company") and Bruce R. Shaw (hereinafter referred to as "Consultant").

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