FIRST AMENDMENT TO Seventh Amended and Restated MASTER THROUGHPUT AGREEMENT
Exhibit 10.9
FIRST AMENDMENT
TO
Seventh Amended and Restated
This First Amendment to the Seventh Amended and Restated Master Throughput Agreement (“this “Amendment”) by and between HOLLYFRONTIER REFINING & MARKETING LLC (“HFRM”) and ▇▇▇▇▇ ENERGY PARTNERS-OPERATING, L.P. (“HEP Operating”) is dated as of April 30, 2021, to be effective as of April 1, 2021 (the “Effective Date”). Each of HFRM and HEP Operating are referred to collectively herein as the “Parties.”
WHEREAS, HEP Operating completed a sale of its six inch diameter refined products pipelines from Artesia, New Mexico to El Paso, Texas; and
WHEREAS, the Parties desire to amend certain provisions of the Seventh Amended and Restated Master Throughput Agreement, dated effective as of January 1, 2021, by and between the Parties (the “Agreement”) to reflect the foregoing as set forth herein.
NOW, THEREFORE, in consideration of the covenants and obligations contained herein, the Parties hereby agree as follows:
ARTICLE 1.
AMENDMENTS
AMENDMENTS
a.Amendment to Exhibit N-1. Exhibit N-1 attached to the Agreement is hereby deleted and replaced in its entirety with Exhibit N-1 attached to this Amendment.
ARTICLE 2.
MISCELLANEOUS
MISCELLANEOUS
i.Counterparts. This Amendment may be executed in counterparts each of which shall be deemed an original. An executed counterpart of this Amendment transmitted by facsimile shall be equally as effective as a manually executed counterpart.
ii.Successors and Assigns. Section 13.2 of the Agreement is hereby incorporated by reference into this Section 2.2, mutatis mutandis.
iii.Entire Agreement. The Agreement, as amended by this Amendment, contains the entire agreement between the Parties as to the subject matter of the Agreement and, except as provided for in this Amendment, the terms and provisions of the Agreement shall remain in full force and effect as originally written.
[Remainder of page intentionally left blank. Signature pages follow.]
1
IN WITNESS WHEREOF, the undersigned Parties have executed this Amendment as of the date first written above to be effective as of the Effective Date.
HEP OPERATING:
▇▇▇▇▇ Energy Partners-Operating, L.P.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ III
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ III
President
HFRM:
HollyFrontier Refining & Marketing LLC
By: /s/ ▇▇▇ Go
▇▇▇ Go
Executive Vice President and Chief Operating Officer
[Signature Page 1 of 2 to the First Amendment to the Seventh Amended and Restated Master Throughput Agreement]
ACKNOWLEDGED:
HOLLYFRONTIER CORPORATION
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer
▇▇▇▇▇ ENERGY PARTNERS, L.P.
By: HEP Logistics Holdings, L.P.,
its General Partner
By: ▇▇▇▇▇ Logistic Services, L.L.C.,
its General Partner
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Senior Vice President, Chief Financial Officer and Treasurer
[Signature Page 2 of 2 to the First Amendment to the Seventh Amended and Restated Master Throughput Agreement]
Exhibit N-1
to
Seventh Amended and Restated
(as amended)
Refined Products Pipelines
| Pipeline | Origin and Destination | Miles of Pipeline | Diameter (inches) | Capacity (Bpd) | ||||||||||
| South System | Artesia, NM to Orla, TX to El Paso, TX | 221 | 12/8 | 95,000 | ||||||||||
Artesia, NM to El Paso, TX (Magellan El Paso Terminal) | 210 | 12 | 100,000 | |||||||||||
| Artesia Moriarty | Artesia, NM to Moriarty, NM | 215 | 12/8 | 27,000 | ||||||||||
| Artesia Bloomfield | Artesia, NM to Bloomfield, NM | 406 | 12/8 | Same as above | ||||||||||