Attached files
| file | filename |
|---|---|
| 8-K - GENESIS ENERGY 8-K 6-29-2011 - GENESIS ENERGY LP | form8k.htm |
| EX-2.1 - EXHIBIT 2.1 - GENESIS ENERGY LP | ex2_1.htm |
| EX-99.1 - EXHIBIT 99.1 - GENESIS ENERGY LP | ex99_1.htm |
Exhibit 99.2
EXHIBITS AND SCHEDULES
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Exhibits:
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Exhibit A:
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Description of Acquired Assets
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Exhibit B-1:
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Form of Acquired Assets Assignment Agreement (FMT)
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Exhibit B-2:
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Form of Acquired Assets Assignment Agreement (FMT Heavy)
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Exhibit B-3:
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Form of Acquired Assets Assignment Agreement (FMT Ind)
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Exhibit B-4:
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Form of Acquired Assets Assignment Agreement (FMT JAR)
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Exhibit B-5:
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Form of Acquired Assets Assignment Agreement (FMT PFE)
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Exhibit C:
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Form of Non-Competition Agreement
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Exhibit D-1:
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Form of GEL Guaranty
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Exhibit D-2:
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Form of FMT Guaranty
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Exhibit E-1:
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Form of Protocol of Delivery and Acceptance (FMT Heavy)
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Exhibit E-2:
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Form of Protocol of Delivery and Acceptance (FMT Ind)
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Exhibit E-3:
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Form of Protocol of Delivery and Acceptance (FMT JAR)
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Exhibit E-4:
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Form of Protocol of Delivery and Acceptance (FMT PFE)
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Exhibit F:
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Vessel Reports and Certificates
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Exhibit G:
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Form of Officer’s Certificate
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Exhibit H-1:
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Form of Secretary’s Certificate (FMT Heavy, FMT Ind, FMT JAR, FMT PFE and PBC)
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Exhibit H-2:
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Form of Secretary’s Certificate (FMT)
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Exhibit I:
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Form of Legal Opinion (Sellers’ counsel)
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Exhibit J:
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Form of Legal Opinion (Buyer’s counsel)
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Exhibit K-1:
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Form of Closing Tax Certificate (FMT)
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Exhibit K-2:
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Form of Closing Tax Certificate (FMT Heavy)
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Exhibit K-3:
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Form of Closing Tax Certificate (FMT Ind)
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Exhibit K-4:
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Form of Closing Tax Certificate (FMT JAR)
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Exhibit K-5:
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Form of Closing Tax Certificate (FMT PFE)
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Exhibit L:
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Form of Transition Services Agreement
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Exhibit M:
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Form of Flowers Subcharter
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Schedules:
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Schedule 1(a):
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Assumed Obligations
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Schedule 1(c)(i):
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Buyer’s Knowledge Individuals
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Schedule 1(c)(ii):
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Sellers’ Knowledge Individuals
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Schedule 3(c):
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Noncontravention (Buyer)
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Schedule 4(b):
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Consents, Notices, Filings
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Schedule 4(c):
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Noncontravention (Sellers)
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Schedule 4(e)(i):
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Encumbrances
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Schedule 4(e)(iii):
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Condition of Material Acquired Assets
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Schedule 4(f):
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Capitalization
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Schedule 4(h)(i):
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Damage to Vessels
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Schedule 4(h)(v):
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Material Changes
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Schedule 4(j):
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Tax Matters
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Schedule 4(k):
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Acquired Contracts
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Schedule4(k)(ii):
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Acquired Contracts – Enforceability and Performance
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Schedule 4(l):
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Permits
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Schedule 4(m):
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Litigation
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Schedule 4(n):
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Environmental Matters
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Schedule 4(n)(ii):
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Environmental Permits
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Schedule 4(o):
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Financial Statements
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Schedule 4(p):
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Encumbrances for Borrowed Money
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Schedule 4(q):
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Preferential Purchase Rights
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Schedule 4(r):
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Intellectual Property
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Schedule 4(s):
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Insurance Policies
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Schedule 4(t)(i):
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List of Employees
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Schedule 4(u):
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Affiliate Services
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Schedule 5(c):
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Operation of Business
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Schedule 5(k):
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Certain Associate Contracts
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Schedule 7(a)(vii):
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Seller Required Consents
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Schedule 7(b)(vi):
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Buyer Required Consents
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