NC0046213_Owner (Name Change)_20220721

MCK
TERMINALS
®MUSKET + CIRCLE 0
R
ECENE
D
July 13, 2022 JUL 21 Z°22
NC DEQ/DWR/NPDES NDOE�WRINPDES
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Re: MCK Terminals, LLC Acquisition of MPLX Assets and Permit Name/Ownership Change Form
On May 20, 2022, MCK Terminals, LLC(MCK) acquired the terminal at 8035 Mount Holly Road, Charlotte
NC from MPLX Terminals, LLC (MPLX). MCK is a joint venture of Musket Corporation and Circle K Stores,
Inc.The enclosed form is for transfer of NPDES Permit Number NC0046213 from MPLX to MCK.Attached
to the enclosed application are excerpts from the asset purchase agreement verifying the entities and
date of the sale.
As part of the transaction, MCK and MPLX are under a transition services agreement whereby MPLX
continues to operate the terminal and be responsible for compliance with environmental permits, until
such time that operation is also transferred to MCK,and MCK begins operating the asset and has
responsibility for compliance. Based on the terms of the transition services agreement,the actual date of
operation transfer is contingent on certain aspects of readiness(e.g., MCK's information services, staff,
permit authorizations,etc.)Attached to the enclosed application are excerpts from the transition services
agreement verifying the entities and the terms of the operational transfer.
When the actual date of MCK operation of the assets is known, MCK will provide notification to the
Division of Water Resources. In the meantime, if you have questions regarding the enclosed form or the
transaction, please contact me at 832-808-9507 or [e-mail].
Sincerely,
Richard (Rick)Voytek
Director U.S.Terminals
Circle K Stores, Inc.
Enc:
• Permit Name/Ownership Change Form
o Asset Purchase and Sale Agreement
o Transition Services Agreement

".srArF°e
a it 4� •l NC DEPARTMENT OF ENVIRONMENTAL QUALITY
" 44' C' )i i?� DIVISION OF WATER RESOURCES
t
M
'" a mvm0"--- WATER QUALITY PERMITTING SECTION
NORTH CAROLINA NPDES PERMITTING
Environmental Quality
PERMIT NAME/OWNERSHIP CHANGE FORM
I. CURRENT PERMIT INFORMATION:
Permit Number: NCOO 4 / 6 / 2 / 1 / 3 or NCGS / / / /_
1. Facility Name: MPLX Terminals, LLC
II. NEW OWNER/NAME INFORMATION: RECEIVED
1. This request for a name change is a result of: " �E�✓EI�ED
JUL 21 2022
x a. Change in ownership of property/company
b. Name change only NCDEQIDWR/NPDES
c. Other(please explain):
2. New owner's name (name to be put on permit):
MCK Terminals, LLC
3. New owner's or signing official's name and title: Kathy Cunnington
(Person legally responsible for permit)
SVP Global Shared Services
(Title)
4. Mailing address: PO Box 52085 City: Phoenix
State:AZ Zip Code: 85072 Phone: (832) 812-350-9849
E-mail address: [e-mail]
III. FACILITY AND DISCHARGE INFORMATION
1. Will the waste stream for the facility remain the same as under the previous owner? Yes ONo El
2. Will the treatment system and discharge location remain the same? Yes ❑X No ❑
"No Responses"
If either or both of these questions are answered"No"then more information will be needed to review the
request. Please attach documentation to describe and explain the changes to the facility activities, waste
stream, treatment process or outfall location. The Division may not be able to process the Permit
Name/Ownership Change request and may require that the new owner file a new permit application.
v" North Carolina Department of EnvironmentalCenter Raleigh
Quality I Division of Water Quality
512 North Salisbury Street 11617 Mail Service I ,North Carolina 27699-1617
v^rn ca:voiuo
Department d Environmental DueI1tY
919.707.9000

NPDES Name and Ownership Change
Page 2 of 2
THIS APPLICATION PACKAGE WILL NOT BE ACCEPTED BY THE DIVISION UNLESS ALL OF THE
APPLICABLE ITEMS LISTED BELOW ARE INCLUDED WITH THE SUBMITTAL.
REQUIRED ITEMS:
1. This completed application form
2. Legal documentation of the transfer of ownership (such as a property deed, articles of
incorporation, or sales agreement)
3. Information to document facility,waste stream,treatment system or outfall changes as noted in
item III above(if appropriate)
Applicants Certification:
I, Kathy Cunnington Stephan Pignatel , attest that this application for a
name/ownership change has been reviewed and is accurate and complete to the best of my knowledge.
I understand that if all required parts of this application are not completed and that if all required
supporting information and attachments are not included, this application package will be returned as
incomplete. I understand that Permit Name/Ownership Change can only take place through action
taken by the Division of Water Resources and that no actions on my part or the part of my company
result in the automatic transfer of permit coverage.
7/-auv
Signature: Date:07/15/2022
THE COMPLETED APPLICATION PACKAGE, INCLUDING ALL SUPPORTING INFORMATION &MATERIALS,
SHOULD BE SENT TO THE FOLLOWING ADDDRESS:
NC DEQ/ DWR/ NPDES
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Version 07/2021

EXECUTION VERSION
ASSET PURCHASE AND SALE AGREEMENT
by and between
MPLX TERMINALS LLC and BLANCHARD TERMINAL COMPANY LLC
and
MCK TERMINALS,LLC
Dated as of
May 20,2022
Project Wildcat-Asset Purchase Agreement(Final Execution Version)docx

TABLE OF CONTENTS
Page
ARTICLE 1 DEFINITIONS AND USAGE 1
Section 1.1 Definitions 1
Section 1.2 Usage 11
ARTICLE 2 SALE AND TRANSFER OF PURCHASED ASSETS; CLOSING 11
Section 2.1 Assets to be Sold 11

Schedule 2.1(a) Purchased Sites
9 4 t#f morr,'�L.'_......�_�_.

ASSET PURCHASE AND SALE AGREEMENT
This ASSET PURCHASE AND SALE AGREEMENT ("Agreement") dated as of May
20,2022(the"Execution Date")is made by and between MPLX TERMINALS LLC,a Delaware
limited liability company,with its principal offices at 200 East Hardin Street,Findlay,Ohio 45840
("MPLXT"), and BLANCHARD TERMINAL COMPANY LLC, a Delaware limited liability
company, with its principal offices at 200 East Hardin Street, Findlay, Ohio 45840 ("BTCO")
(collectively,MPLXT and BTCO are referred to as"Sellers"), and MCK TERMINALS,LLC,a
Delaware limited liability company,with its principal offices at do MCK Facility Manager LLC,
1130 West Warner Road, Tempe, Arizona 85284 ("Buyer"). Buyer and Sellers may also be
referred to individually as"Party"or together as"Parties".
RECITALS
WHEREAS, Sellers are the owners of the Purchased Terminals and Purchased Storage
Facility (as defined herein) located on the Purchased Sites (the operation of the Purchased
Terminals and Purchased Storage Facility being referred to herein as the "Purchased Terminal
Operations");
WHEREAS,Sellers desire to sell,and Buyer desires to purchase,the Purchased Terminals
and Purchased Storage Facility (as defined herein) on the terms and conditions set out in this
Agreement.
NOW,THEREFORE, in consideration of the mutual promises set out in this Agreement,
and other good and valuable consideration,the receipt and sufficiency of which are acknowledged,
Sellers and Buyer agree to be bound by the terms of this Agreement.
ARTICLE 1
DEFINITIONS AND USAGE

,._.
"Charlotte West Storage Site"means the light products storage facility located at 8035 Mt.
Holly Road, Charlotte,North Carolina 28214.

"Closing Date"has the meaning set forth in Section 2.5(a).

"Execution Date" has the meaning set forth in the Preamble.
- _

"Jacksonville Terminal" means the light products terminal located at 2101 Zoo Parkway,
Jacksonville,Florida 32226.
6

"Mt. Prospect Terminal" means the light products terminal located at 3231 Busse Road,
Mt. Prospect, Illinois 60005.

"Purchased Assets"has the meaning set forth in Section 2.1.
"Purchased Permits"has the meaning set forth in Section 2.1(e).
"Purchased Sites"has the meaning set forth in Section 2.1(a).
"Purchased Storage Facility"means the Charlotte West Storage Site.
"Purchased Terminals" means the Jacksonville Terminal, Mt. Prospect Terminal and
Rockford Terminal.

ARTICLE 2
SALE AND TRANSFER OF PURCHASED ASSETS; CLOSING
Section 2.1 Assets to be Sold. Upon the terms and subject to the conditions set forth in
this Agreement, at the Closing, Sellers will, or cause to, sell, convey, assign, transfer and deliver
to Buyer, free and clear of all Encumbrances, other than Permitted Encumbrances, and Buyer will
purchase and acquire from Sellers the Purchased Terminals and Purchased Storage Facility and all
of Sellers' interest in other assets, rights and properties held, owned, licensed and/or leased by
Sellers which are primarily used in or primarily relating to the Purchased Terminals Operations
(but excluding the Excluded Assets), including the following items as more particularly described
in the subparagraphs of Section 2.1 below, and all of which are herein referred to collectively as
the "Purchased Assets":
11

(a) the real property which is set forth on Schedule 2.1(a) (including all
subsurface mineral rights related thereto, if any), and all easements, appurtenances, rights and
leases,and other hereditaments appurtenant to such land and all estates and rights of Sellers in and
to such land together with all buildings, fixtures, and real property improvements located thereon
(each, individually, a"Purchased Site," and, collectively,the "Purchased Sites");
(f) all Governmental Authorizations, and all pending applications therefor or
renewals thereof, primarily used in or primarily relating to the Purchased Terminals Operations,
to the extent transferrable to the Buyer("Purchased Permits"), including those listed on Schedule
2.1(f);
12

IN WITNESS WHEREOF, the Parties have executed this Asset Purchase and Sale
Agreement as of the date first written above.
MPLX TERMINALS LLC
TfreP y(7,Iydt
By: Timothy J Ay (May 13,76221327 EDT)
Name: Timothy J. Aydt
Title: President
JS RC RE
Zdd2 Approved As To Form
LW BLANC�H�A/RI)TERMINAL COMPANY LLC
By: T/fiI'(Dt/LdC(May1,,ty 13.27EDT)
Name: Timothy J. Aydt
Title: President
MCK TERMINALS,LLC
By:
Name: Craig Yocham
Title: Manager

IN WITNESS WHEREOF, the Parties have executed this Asset Purchase and Sale
Agreement as of the date first written above.
MPLX TERMINALS LLC
By:
Name:
Title:
BLANCHARD TERMINAL COMPANY LLC
By:
Name:
Title:
MCK TERMINALS,LLC
By:
Name: aig o a
Title: Ma ger

Schedule 2.1(a)
Purchased Assets—Real Property
1. Jacksonville—2101 Zoo Parkway Jacksonville, FL 32226—APNs: 111059-0000,
111059-0010, 111060-0200, 111059-0020, 111060-0100, and 111059-0011
a. Parcel 1
A TRACT OF SUBMERGED OR OVERFLOWED LANDS LYING AT THE JUNCTION OF
BROWARD AND ST. JOHNS RIVERS AND BEING IN UNSURVEYED SECTIONS 16 AND 21,
TOWNSHIP 1 SOUTH, RANGE 27 EAST, DUVAL COUNTY, FLORIDA, SAID TRACT LYING
ADJACENT TO UPLAND,DESCRIBED AS LOTS 1,2,AND A PORTION OF LOT 3,ACCORDING
TO A SUBDIVISION OF THE WM.DRUMMOND GRANT,SECTION 47,TOWNSHIP AND RANGE
AFOREMENTIONED, RECORDED IN THE FORMER PUBLIC RECORDS OF SAID COUNTY IN
PLAT BOOK 1, PAGE 17, SAID UPLAND BEING MORE PARTICULARLY DESCRIBED IN THE
OFFICIAL RECORDS OF SAID COUNTY IN BOOK 406, PAGE 299, THE TRACT HEREIN
DESCRIBED BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
FOR POINT OF REFERENCE, COMMENCE AT A CONCRETE MONUMENT LOCATED AT THE
MOST WESTERLY CORNER OF SAID WM. DRUMMOND GRANT, SAID MONUMENT BEING
ALSO THE MOST WESTERLY CORNER OF LOT 10 OF THE AFOREMENTIONED SUBDIVISION
OF THE WM. DRUMMOND GRANT, AND RUN SOUTH TWENTY-SEVEN DEGREES THIRTY-
EIGHT MINUTES, TWENTY SECONDS EAST (S-27°38'20"E), ALONG THE SOUTHWESTERLY
BOUNDARY OF SAID WM. DRUMMOND GRANT, THE SAME BEING THE SOUTHWESTERLY
BOUNDARY OF SAID LOT 10, A DISTANCE OF ONE THOUSAND, FIVE HUNDRED FIFTY
(1,550.0)FEET TO A POINT AT THE MEAN OR ORDINARY HIGH WATER LINE OF DRUMMOND
CREEK; CONTINUE THENCE SOUTH TWENTY-SEVEN DEGREES THIRTY-EIGHT MINUTES,
TWENTY SECONDS EAST (S-27°38'20"E), ACROSS THE MARSHES OF DRUMMOND CREEK,
SIX HUNDRED EIGHTY (680.0) FEET TO A POINT IN THE WATERS OF SAID CREEK, SAID
POINT BEING ON THAT CERTAIN BULKHEAD LINE APPROVED BY RESOLUTION OF THE
BOARD OF COUNTY COMMISSIONERS ON SEPTEMBER 29, 1958, SAID LAST MENTIONED
POINT BEING A TbTAL OF TWO THOUSAND, TWO HUNDRED THIRTY (2;230:0)FEET FROM
THE POINT OF REFERENCE; RUN THENCE ALONG SAID BULKHEAD LINE AS FOLLOWS:
FIRST COURSE, NORTH SEVENTY-ONE DEGREES, SIX MINUTES, TWENTY SECONDS EAST
(N-71°06'20"E), A DISTANCE OF EIGHT HUNDRED FIFTY-EIGHT AND THIRTY-SIX
HUNDREDTHS (858.36) FEET TO A POINT IN SAID DRUMMOND CREEK; SECOND COURSE,
SOUTH THIRTY-ONE DEGREES, TWENTY-SEVEN MINUTES, ONE AND EIGHT TENTHS
SECONDS EAST(S-31°27'01.8"E)AT RIGHT ANGLES TO THE ST.JOHNS RIVER SHIP CHANNEL,
AS SAID CHANNEL IS NOW ESTABLISHED BY U. S. E. D., A DISTANCE OF ONE THOUSAND,
THREE HUNDRED SEVENTY-FIVE (1,375.0) FEET TO A POINT IN THE MOUTH OF SAID
DRUMMOND CREEK; THIRD COURSE, SOUTH SEVENTY-SIX DEGREES, TWENTY-SEVEN
MINUTES, ONE AND EIGHT TENTHS SECONDS EAST (S-76°2T01.8"E), A DISTANCE OF TWO
HUNDRED EIGHTY-TWO AND EIGHTY-FOUR HUNDREDTHS (282.84) FEET TO A POINT
WHICH IS DISTANT SIX HUNDRED (600.0) FEET NORTHWESTERLY FROM THE
NORTHWESTERLY BOUNDARY OF SAID ST. JOHNS RIVER SHIP CHANNEL, WHEN
MEASURED AT RIGHT ANGLES THERETO; FOURTH COURSE, NORTH FIFTY-EIGHT
DEGREES, THIRTY-TWO MINUTES, FIFTY-EIGHT AND TWO TENTHS SECONDS EAST (N-
{560893.DOCX } -5-

58°32'58.2"E), PARALLEL WITH SAID SHIP CHANNEL, TWO THOUSAND, THREE HUNDRED
SEVENTY-ONE AND FORTY-THREE HUNDREDTHS (2,371.43) FEET TO A POINT ON THE
SOUTHEASTERLY PROLONGATION OF A LINE DIVIDING LANDS DESCRIBED IN DEED TO
AMERICAN OIL COMPANY RECORDED IN THE OFFICIAL RECORDS OF SAID COUNTY IN
VOLUME 399, PAGE 178, FROM LANDS CONVEYED TO GULF OIL CORPORATION BY DEED
RECORDED IN THE OFFICIAL RECORDS OF SAID COUNTY, IN BOOK 406, PAGE 299, FOR
POINT OF BEGINNING.
FROM THE POINT OF BEGINNING THUS DESCRIBED, CONTINUE ALONG SAID BULKHEAD
LINE AS FOLLOWS:
FIRST COURSE,NORTH FIFTY-EIGHT DEGREES, THIRTY-TWO MINUTES,FIFTY-EIGHT AND
TWO TENTHS SECONDS EAST(N-58°32'58.2"E),PARALLEL WITH SAID SHIP CHANNEL,ONE
THOUSAND, TWO HUNDRED TWENTY-EIGHT AND FIFTY- SEVEN HUNDREDTHS (1,228.57)
FEET TO A POINT; SECOND COURSE, NORTH SIX DEGREES, THREE MINUTES WEST (N-
6°03'W), ONE THOUSAND (1,000.0) FEET TO A POINT; THIRD COURSE, NORTH TWENTY-
EIGHT DEGREES, SEVEN MINUTES WEST (N-28°07'W), EIGHT HUNDRED SIXTY-FOUR AND
EIGHTEEN HUNDREDTHS (864.18) FEET TO A POINT IN THE SOUTHEASTERLY RIGHT OF
WAY LINE OF FLORIDA STATE ROAD NUMBER 105, BEING A POINT WHICH IS ONE
HUNDRED (100.0) FEET SOUTHEASTERLY FROM THE CENTER LINE OF THE EXISTING
PAVEMENT OF SAID ROAD WHEN MEASURED AT RIGHT ANGLES THERETO; RUN THENCE
SOUTH FORTY-THREE DEGREES, ZERO MINUTES, FORTY SECONDS WEST (S-43°00'40"W),
ALONG SAID RIGHT OF WAY LINE, ONE HUNDRED EIGHTY(180)FEET,MORE OR LESS,TO
THE MEAN HIGH WATER LINE OF BROWARD RIVER; RUN THENCE IN A SOUTHERLY
DIRECTION ALONG SAID MEAN HIGH WATER LINE OF BROWARD RIVER, AND IN A
WESTERLY DIRECTION ALONG THE MEAN HIGH WATER LINE OF THE ST. JOHNS RIVER
FOLLOWING THE MEANDERS OF SAID MEAN HIGH WATER LINE, A TOTAL DISTANCE OF
TWO THOUSAND, TWO HUNDRED (2,200) FEET, MORE OR LESS, TO A POINT WHERE SAID
MEAN HIGH WATER LINE IS INTERSECTED BY THE BOUNDARY LINE DIVIDING LANDS OF
AMERICAN OIL COMPANY FROM GULF OIL CORPORATION AFOREMENTIONED, SAID
POINT BEARING NORTH TWENTY-TWO DEGREES, TWENTY MINUTES, ZERO SECONDS
WEST(N-22°20'00"W)FROM THE POINT OF BEGINNING;RUN THENCE SOUTH TWENTY-TWO
DEGREES, TWENTY MINUTES, ZERO SECONDS EAST (S-22°20'00"E), ALONG THE
SOUTHEASTERLY PROLONGATION OF SAID BOUNDARY LINE, SEVEN HUNDRED NINETY
(790)FEETTMORE OR LESS,TO THE POINT OF BEGINNING. ---
b. Parcel 2
COMMENCE AT AN IRON SET AT INTERSECTION OF THE NORTH RIGHT OF WAY LINE OF
HECKSCHER DRIVE(STATE ROAD NO. 105)WITH THE WESTERLY LINE OF LOT FIVE(5)OF
THE SUBDIVISION OF THE WILLIAM DRUMMOND GRANT, SECTION FORTY-SEVEN
(47)TOWNSHIP ONE (1) SOUTH,RANGE TWENTY-SEVEN(27)EAST, AS RECORDED IN PLAT
BOOK 1, PAGE 17 OF THE FORMER PUBLIC RECORDS OF DUVAL COUNTY, FLORIDA, AND
RUN THENCE SOUTH EIGHTY-EIGHT(88)DEGREES FIFTY-TWO(52) MINUTES EAST ALONG
THE NORTHERLY RIGHT OF WAY BOUNDARY OF SAID HECKSCHER DRIVE A DISTANCE OF
NINE HUNDRED FORTY-SIX AND NINETEEN HUNDREDTH (946.19) FEET TO AN IRON PIPE,
THE SAME BEING THE POINT OF BEGINNING OF THIS DESCRIPTION. FROM SAID POINT OF
BEGINNING RUN SOUTH TWENTY-TWO (22) DEGREES TWENTY (20) MINUTES EAST A
DISTANCE OF NINE HUNDRED SEVENTY (970)FEET MORE OR LESS TO THE HIGH WATER
LINE OF ST. JOHNS RIVER; RUN THENCE ALONG THE HIGH WATER LINE OF THE ST JOHNS
RIVER AND OF BROWARD RIVER (FORMERLY CEDAR CREEK) IN A GENERAL EASTERLY,
{560893.DOCX }

NORTHERLY AND WESTERLY DIRECTION TO A POINT IN THE HIGH WATER LINE OF
BROWARD RIVER WHICH BEARS NORTH TWENTY-TWO (22) DEGREES TWENTY (20)
MINUTES WEST FROM THE POINT OF BEGINNING; THENCE SOUTH TWENTY-TWO (22)
DEGREES TWENTY(20) MINUTES EAST A DISTANCE OF SEVEN HUNDRED SEVENTY (770)
FEET MORE OR LESS TO THE POINT OF BEGINNING,SAID LANDS COMPRISING ALL OF LOT
ONE (1), ALL OF LOT TWO (2) AND A PORTION OF LOT THREE (3) OF THE AFORESAID
SUBDIVISION OF THE WILLIAM DRUMMOND GRANT; EXCEPTING, HOWEVER, FROM THE
LANDS ABOVE DESCRIBED THE RIGHT OF WAY OF HECKSCHER DRIVE(STATE ROAD NO.
105)AS THE SAME IS DESCRIBED IN DEED RECORDED IN DEED BOOK 1015,PAGE 35 OF THE
CURRENT PUBLIC RECORDS OF DUVAL COUNTY,FLORIDA.
c. Parcel 3(Submerged Land Lease)
A PORTION OF SUBMERGED SOVEREIGN LANDS LYING WITHIN UNSURVEYED SECTION 21,
TOWNSHIP 1 SOUTH, RANGE 27 EAST, DUVAL COUNTY FLORIDA, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COMMENCE AT A 4"X4" CONCRETE MONUMENT WITH 1/2" IRON PIPE AT THE POINT OF
INTERSECTION OF THE NORTH RIGHT OF WAY LINE OF HECKSCHER DRIVE AND THE WEST
LINE OF THOSE LANDS DESCRIBED IN OR BOOK 5911,PAGE 719 OF THE OFFICIAL RECORDS
OF DUVAL COUNTY, FLORIDA, AND HAVING A NORTHING OF 2,210,863.27 FEET AND
EASTING OF 465,017.66 FEET AS REFERENCED TO THE FLORIDA STATE PLANE
COORDINATE SYSTEM EAST ZONE, NORTH AMERICAN DATUM OF 1983 CORS
ADJUSTMENT;PROCEED S22°21'49"E ALONG THE WEST LINE OF THOSE LANDS DESCRIBED
IN OR BOOK 5911, PAGE 719, A DISTANCE OF 109.28' TO A 1/2" IRON PIPE ON THE SOUTH
RIGHT OF WAY LINE OF HECKSCHER DRIVE; THENCE CONTINUE S22°21'49"E ALONG SAID
WEST LINE OF THOSE LANDS DESCRIBED IN OR BOOK 5911, PAGE 719, A DISTANCE OF
792.78' TO A POINT; THENCE N77°54'58"E, A DISTANCE OF 532.24' TO A POINT; THENCE
S31°27'54"E, A DISTANCE OF 664.63' TO A POINT ON THE MEAN HIGH WATER LINE OF THE
ST. JOHNS RIVER, ELEVATION 1.95' AS REFERENCED TO THE NATIONAL GEODETIC
VERTICAL DATUM OF 1929(NGVD 29); THENCE ALONG SAID MEAN HIGH WATER LINE OF
THE ST. JOHNS RIVER, S58°32'06"W,A DISTANCE OF 7.00'TO A POINT 14.05'DISTANT FROM
A U.S. CORPS OF ENGINEERS DISK SET IN A CONCRETE BULKHEAD AND STAMPED "STJO-
83 1962 JACKSONVILLE"ALONG A BEARING OF N71°24'02"E, SAID POINT BEING THE POINT
OF-BEGINNING OF THE FOLLOWING DESCRIBED SUBMERGED LANDS EASEMENT AND
HAVING COORDINATES OF NORTHING 2,209,569.92 FEET AND EASTING OF 466,222.28 FEET;
THENCE INTO THE WATERS OF THE ST. JOHNS RIVER S31°27'54" E, A DISTANCE OF 174.05
FEET; THENCE S58°32'06"W, A DISTANCE OF 30.62'; THENCE S31°27'54"E, A DISTANCE OF
16.00; THENCE N58°32'06"E, A DISTANCE OF 30.62'; THENCE S31°27'54"E, A DISTANCE OF
62.28; THENCE S58°50'30"W, A DISTANCE OF 372.00'; THENCE S05°55'12"E, A DISTANCE OF
102.49; THENCE S58°32'58"W, A DISTANCE OF 56.00'; THENCE S31°27'02"E, A DISTANCE OF
168.73; THENCE N58°32'58"E,A DISTANCE OF 978.61; THENCE N31°27'02'"W,A DISTANCE OF
168.70; THENCE S58°32'58"W,A DISTANCE OF 60.00'; THENCE N61°53'00"W, A DISTANCE OF
102.56'; THENCE S58°50'30"W,A DISTANCE OF 360.00';THENCE N31°27'54"W,A DISTANCE OF
252.51' TO A POINT ON THE MEAN HIGH WATER LINE OF THE ST. JOHNS RIVER; THENCE
ALONG THE MEAN HIGH WATER LINE OF THE ST. JOHNS RIVER S58°32'06"W,A DISTANCE
OF 34.50'TO THE POINT OF BEGINNING.
{560893.DOCX }

d. Parcel 4
THE LANDS SITUATE, LYING AND BEING IN SECTION FORTY-SEVEN(47), TOWNSHIP ONE
(1) SOUTH, RANGE TWENTY- SEVEN(27)EAST, DESCRIBED AS FOLLOWS: COMMENCE AT
THE POINT OF INTERSECTION OF THE NORTH RIGHT OF WAY LINE OF HECKSCHER DRIVE
(STATE ROAD NO. 105) WITH THE WESTERLY LINE OF LOT FIVE (5)OF THE SUBDIVISION
OF THE WILLIAM DRUMMOND GRANT, SECTION FORTY-SEVEN (47), TOWNSHIP ONE (1)
SOUTH, RANGE TWENTY-SEVEN (27) EAST, AS RECORDED IN PLAT BOOK 1, PAGE 17, OF
THE FORMER PUBLIC RECORDS OF DUVAL COUNTY,FLORIDA,AND RUN THENCE SOUTH
EIGHTY-EIGHT (88) DEGREES FIFTY-TWO (52) MINUTES EAST ALONG THE NORTHERLY
RIGHT OF WAY BOUNDARY OF SAID HECKSCHER DRIVE A DISTANCE OF NINE HUNDRED
FORTY-SIX AND NINETEEN HUNDREDTHS (946.19) FEET FOR THE POINT OF BEGINNING.
FROM SAID POINT OF BEGINNING,RUN SOUTH TWENTY-TWO(22)DEGREES TWENTY(20)
MINUTES EAST A DISTANCE OF NINE HUNDRED SEVENTY (970) FEET MORE OR LESS TO
THE HIGH WATER MARK OF THE ST.JOHNS RIVER;THENCE ALONG THE HIGH WATERLINE
OF SAID ST. JOHNS RIVER IN A GENERAL WESTERLY DIRECTION NINE HUNDRED
SEVENTY-FIVE (975) FEET MORE OR LESS TO THE INTERSECTION THEREOF WITH THE
WEST LINE OF LOT FIVE (5) AFORESAID; THENCE ALONG THE WESTERLY LINE OF SAID
LOT FIVE(5)NORTH TWENTY-TWO(22)DEGREES TWELVE(12)MINUTES TEN(10)SECONDS
WEST A DISTANCE OF EIGHT HUNDRED NINETY (890) FEET MORE OR LESS TO THE
SOUTHERLY RIGHT OF WAY BOUNDARY OF HECKSCHER DRIVE; CONTINUE ALONG THE
WEST LINE OF LOT FIVE (5) NORTH TWENTY-ONE (21) DEGREES FORTY-EIGHT (48)
MINUTES FIFTY (50) SECONDS WEST ACROSS HECKSCHER DRIVE A DISTANCE OF ONE
HUNDRED EIGHT AND FIFTY-NINE HUNDREDTHS (108.59) FEET TO THE NORTH RIGHT OF
WAY LINE OF HECKSCHER DRIVE; CONTINUE THENCE ALONG THE WEST LINE OF SAID
LOT FIVE (5) NORTH TWENTY-TWO (22) DEGREES TWENTY (20) MINUTES THIRTY (30)
SECONDS WEST A DISTANCE OF ONE THOUSAND FOUR HUNDRED SEVENTY-SEVEN(1,477)
FEET MORE OR LESS TO THE POINT OF INTERSECTION OF THE EXTENSION OF THE WEST
LINE OF LOT FIVE (5) WITH THE SOUTHERLY RIGHT OF WAY LINE OF THE ATLANTIC
COAST LINE RAILROAD EAST PORT LINE; THENCE IN A NORTHEASTERLY DIRECTION
ALONG SAID SOUTHERLY RIGHT OF WAY LINE A DISTANCE OF ONE HUNDRED SEVENTY-
EIGHT(178) FEET MORE OR LESS; THENCE EASTWARDLY ON A CURVED LINE HAVING A
RADIUS OF FIVE HUNDRED EIGHTEEN AND THIRTY-FOUR HUNDREDTHS (518.34) FEET A
DISTANCE OF TWO HUNDRED FORTY-TWO(242)FEET TO THE POINT WHERE SAID CURVED- ---- LINE INTERSECTS THE HIGH WATER LINE -OF THE BROWARD RIVER; THENCE IN A : — - --
GENERAL NORTH AND THEN EASTERLY DIRECTION ALONG THE HIGH WATER LINE OF
THE BROWARD RIVER TO A POINT THEREON WHICH BEARS NORTH TWENTY-TWO (22)
DEGREES TWENTY(20)MINUTES WEST FROM THE POINT OF BEGINNING;THENCE SOUTH
TWENTY-TWO (22) DEGREES TWENTY (20) MINUTES EAST A DISTANCE OF SEVEN
HUNDRED SEVENTY(770)FEET MORE OR LESS TO THE POINT OF BEGINNING, SAID LAND
COMPRISING ALL OF LOT FIVE(5), ALL OF LOT FOUR(4),AND A PORTION OF LOT THREE
(3) OF THE AFORESAID SUBDIVISION OF THE WILLIAM DRUMMOND GRANT; EXCEPTING,
HOWEVER, FROM THE LANDS ABOVE DESCRIBED THE RIGHT OF WAY OF HECKSCHER
DRIVE, STATE ROAD NO. 105, AS THE SAME IS DESCRIBED IN DEED RECORDED IN DEED
BOOK 1015,PAGE 35 OF THE PUBLIC RECORDS OF DUVAL COUNTY,FLORIDA
e. Parcel 5
A TRACT OF SUBMERGED OR OVERFLOWED LANDS IN THE ST. JOHNS RIVER LYING IN
UNSURVEYED SECTION 21, TOWNSHIP 1 SOUTH, RANGE 27 EAST, DUVAL COUNTY,
FLORIDA, SAID TRACT LYING ADJACENT TO UPLAND, DESCRIBED AS LOTS 4 AND 5,AND
{560893.DOCX

A PORTION OF LOT 3, ACCORDING TO A SUBDIVISION OF THE WM. DRUMMOND GRANT,
SECTION 47, TOWNSHIP AND RANGE AFOREMENTIONED, RECORDED IN THE FORMER
PUBLIC RECORDS OF SAID COUNTY IN PLAT BOOK 1,PAGE 17,SAID UPLAND BEING MORE
PARTICULARLY DESCRIBED IN THE OFFICIAL RECORDS OF SAID COUNTY IN VOLUME 399,
PAGE 178, THE TRACT HEREIN DESCRIBED BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
FOR POINT OF REFERENCE, COMMENCE AT A CONCRETE MONUMENT LOCATED AT THE
MOST WESTERLY CORNER OF SAID WM. DRUMMOND GRANT, SAID MONUMENT BEING
ALSO THE MOST WESTERLY CORNER OF LOT 10 OF THE AFOREMENTIONED SUBDIVISION
OF THE WM. DRUMMOND GRANT, AND RUN SOUTH TWENTY-SEVEN DEGREES, THIRTY-
EIGHT MINUTES, TWENTY SECOND EAST (S-27°38'20"E), ALONG THE SOUTHWESTERLY
BOUNDARY OF SAID WM. DRUMMOND GRANT, THE SAME BEING THE SOUTHWESTERLY
BOUNDARY OF SAID LOT 10, A DISTANCE OF ONE THOUSAND, FIVE HUNDRED FIFTY
(1,550.0)FEET TO A POINT AT THE MEAN OR ORDINARY HIGH WATER LINE OF DRUMMOND
CREEK; CONTINUE THENCE SOUTH TWENTY-SEVEN DEGREES THIRTY-EIGHT MINUTES,
TWENTY SECONDS EAST (S-27°38'20"E), ACROSS THE MARSHES OF DRUMMOND CREEK,
SIX HUNDRED EIGHTY (680.0) FEET TO A POINT IN THE WATERS OF SAID CREEK, SAID
POINT BEING ON THAT CERTAIN BULKHEAD LINE APPROVED BY RESOLUTION OF THE
BOARD OF COUNTY COMMISSIONERS ON SEPTEMBER 29, 1958,SAID POINT BEING A TOTAL
OF TWO THOUSAND, TWO HUNDRED THIRTY (2,230.0) FEET FROM THE POINT OF
REFERENCE; RUN THENCE ALONG SAID BULKHEAD LINE AS FOLLOWS: FIRST COURSE,
NORTH SEVENTY-ONE DEGREES, SIX MINUTES, TWENTY SECONDS EAST(N-71°06'20"E),A
DISTANCE OF EIGHT HUNDRED FIFTY-EIGHT AND THIRTY-SIX HUNDREDTHS(858.36)FEET
TO A POINT IN SAID DRUMMOND CREEK;SECOND COURSE,SOUTH THIRTY-ONE DEGREES,
TWENTY-SEVEN MINUTES, ONE AND EIGHT TENTHS SECONDS EAST (S-31°27'01.8" E), AT
RIGHT ANGLES TO THE ST. JOHNS RIVER SHIP CHANNEL, AS SAID CHANNEL IS NOW
ESTABLISHED BY U.S.E.D.,A DISTANCE OF ONE THOUSAND,THREE HUNDRED SEVENTY-
FIVE (1,375.0) FEET TO A POINT IN THE MOUTH OF SAID DRUMMOND CREEK; THIRD
COURSE, SOUTH SEVENTY-SIX DEGREES, TWENTY- SEVEN MINUTES, ONE AND EIGHT
TENTHS SECONDS EAST(S-76°27'01.8"E),A DISTANCE OF TWO HUNDRED EIGHTY-TWO AND
EIGHTY-FOUR HUNDREDTHS (282.84) FEET TO A POINT WHICH IS DISTANT SIX HUNDRED
(600.0) FEET NORTHWESTERLY FROM THE NORTHWESTERLY BOUNDARY OF SAID ST.
JOHNS RIVER SHIP CHANNEL, WHEN MEASURED AT RIGHT ANGLES THERETO; FOURTH
COURSE, NORTH FIFTY-BIGHT DEGREES,THIRTY-TWO MINUTES, FIFTY-EIGHT AND TWO-
TENTHS SECONDS EAST (N-58°32'58.2"E), PARALLEL WITH SAID SHIP CHANNEL, ONE
THOUSAND, FOUR HUNDRED EIGHTY-SIX AND THIRTY-EIGHT HUNDREDTHS (1,486.38)
FEET TO A POINT ON THE SOUTHEASTERLY PROLONGATION OF THE LINE DIVIDING LOTS
5 AND 6 OF THE AFORESAID SUBDIVISION OF THE WM. DRUMMOND GRANT FOR POINT
OF BEGINNING, SAID DIVIDING LINE AND PROLONGATION HAVING A BEARING OF SOUTH
TWENTY-TWO DEGREES,TWELVE MINUTES, TEN SECONDS EAST(S22°12'10"E).FROM THE
__ POINT OF BEGINNING THUS DESCRIBED, CONTINUE NORTH FIFTY-EIGHT DEGREES,
THIRTY-TWO MINUTES, FIFTY-EIGHT AND TWO TENTHS SECONDS EAST (N-58°32'58.2"E),
PARALLEL WITH SAID SHIP CHANNEL, EIGHT HUNDRED EIGHTY-FIVE AND FIVE
HUNDREDTHS(885.05)FEET TO A POINT ON THE SOUTHEASTERLY PROLONGATION OF THE
NORTHEASTERLY BOUNDARY OF UPLAND DESCRIBED IN SAID LAST MENTIONED DEED,
SAID BOUNDARY AND PROLONGATION BEARING SOUTH TWENTY-TWO DEGREES,
TWENTY MINUTES, ZERO SECONDS EAST (S-22°20'00" E); RUN THENCE NORTH TWENTY-
TWO DEGREES, TWENTY MINUTES, ZERO SECONDS WEST (N- 22°20'00"W), ALONG SAID
LAST MENTIONED PROLONGATION, SEVEN HUNDRED NINETY(790)FEET,MORE OR LESS,
TO A POINT ON THE MEAN HIGH WATER LINE OF THE ST.JOHNS RIVER;RUN THENCE IN A
{560893.DOCX }

WESTERLY DIRECTION, ALONG SAID MEAN HIGH WATER LINE FOLLOWING ITS
MEANDERS, NINE HUNDRED SEVENTY-FIVE (975) FEET, MORE OR LESS, TO A POINT
WHERE SAID MEAN HIGH WATER LINE INTERSECTS THE LINE DIVIDING LOTS 5 AND 6
AFORESAID; RUN THENCE SOUTH TWENTY-TWO DEGREES, TWELVE MINUTES, TEN
SECONDS EAST (S-22°12'10"E), ALONG THE SOUTHEASTERLY PROLONGATION OF SAID
DIVIDING LINE,ONE THOUSAND,TWO HUNDRED EIGHTY(1,280)FEET,MORE OR LESS,TO
THE POINT OF BEGINNING.
LESS AND EXCEPT: PORTIONS OF LOTS 4 AND 5, OF A DIVISION OF THE WILLIAM
DRUMMOND GRANT, SECTION 47, TOWNSHIP 1 SOUTH, RANGE 27 EAST, ACCORDING TO
THE PLAT RECORDED IN THE FORMER PUBLIC RECORDS OF DUVAL COUNTY,FLORIDA,IN
PLAT BOOK 1, PAGE 17, MORE PARTICULARLY DESCRIBED AS FOLLOWS: FOR POINT OF
BEGINNING, COMMENCE AT THE POINT OF INTERSECTION OF THE LINE DIVIDING SAID
LOTS FROM LOT 6, IN SAID DIVISION, WITH THE NORTHERLY RIGHT OF WAY LINE OF
HECKSCHER DRIVE (FLORIDA STATE ROAD 105 -A 100- FOOT RIGHT OF WAY, AS NOW
ESTABLISHED), AND RUN SOUTH 88° 52' 00" EAST, ALONG SAID RIGHT OF WAY LINE, A
DISTANCE OF 564.63 FEET TO A POINT;RUN THENCE NORTH 22°20'30" WEST A DISTANCE
OF 763.16 FEET TO A POINT; RUN THENCE NORTH 51° 12' 00" EAST A DISTANCE OF 118.68
FEET TO A POINT IN A CURVE IN THE SOUTHWESTERLY LINE OF A RAILROAD SPUR TRACK
RIGHT OF WAY; RUN THENCE NORTHWESTERLY AND WESTERLY, ALONG SAID LINE, AS
FOLLOWS: FIRST COURSE; ALONG THE ARC OF A CURVE, CONCAVE NORTHEASTERLY
AND HAVING A RADIUS OF 541.70 FEET,A CHORD DISTANCE OF 87.91 FEET TO THE POINT
OF TANGENCY OF SAID CURVE, THE BEARING OF THE AFOREMENTIONED CHORD BEING
NORTH 34° 08' 35" WEST; SECOND COURSE NORTH 29° 29' 30" WEST A DISTANCE OF 24.40
FEET TO A POINT OF CURVATURE; THIRD COURSE, ALONG THE ARC OF A CURVE,
CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 488.00 FEET,A CHORD DISTANCE
OF 60.86 FEET TO THE POINT OF TANGENCY OF SAID CURVE, THE BEARING OF THE
AFOREMENTIONED CHORD BEING NORTH 25° 55' 00" WEST; FOURTH COURSE, NORTH 22°
20' 30" WEST A DISTANCE OF 257.00 FEET TO A POINT OF CURVATURE; FIFTH COURSE,
ALONG THE ARC OF A CURVE, CONCAVE SOUTHWESTERLY AND HAVING RADIUS OF
421.70 FEET, A CHORD DISTANCE OF 351.09 FEET TO THE POINT OF TANGENCY OF SAID
CURVE, THE BEARING OF THE AFOREMENTIONED CHORD BEING NORTH 46°56'30" WEST;
SIXTH COURSE, NORTH 71°32' 30" WEST A DISTANCE OF 91.80 FEET TO THE POINT OF
CURVATURE; SEVENTH COURSE, ALONG THE ARC OF A CURVE, CONCAVE
SOUTHWESTERLY-AND-HAVING A RADIUS OF 458.34 FEET, A CHORD DISTANCE OF 28.74
FEET TO A POINT, THE BEARING OF THE AFOREMENTIONED CHORD BEING NORTH 73° 20'
19" WEST; EIGHT COURSE, SOUTH 14 °51'5"WEST A DISTANCE OF 20.00 FEET TO A POINT;
NINTH COURSE, WESTERLY, ALONG THE ARC OF A CURVE, CONCAVE SOUTHERLY AND
HAVING A RADIUS OF 438.34 FEET,A CHORD DISTANCE OF 366.55 FEET TO A POINT ON THE
LINE DIVIDING SAID LOTS 5 AND 6, THE BEARING OF THE AFOREMENTIONED CHORD
BEING SOUTH 80° 07' 27" WEST; RUN THENCE SOUTH 22° 20' 30" EAST, ALONG SAID
DIVIDING LINE,A DISTANCE OF 1,460.96 FEET TO THE POINT OF BEGINNING.
LESS AND EXCEPT: PORTIONS OF LOTS 4 AND 5, OF A DIVISION OF THE WILLIAM
DRUMMOND GRANT, SECTION 47, TOWNSHIP 1 SOUTH, RANGE 27 EAST, ACCORDING TO
PLAT RECORDED IN THE FORMER PUBLIC RECORDS OF DUVAL COUNTY, FLORIDA, IN
PLAT BOOK 1, PAGE 17, AND THE EXTENSION NORTHERLY THEREOF TO THE BULKHEAD
LINE IN BROWARD RIVER, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE POINT OF INTERSECTION OF THE LINE DIVIDING SAID LOT 5 FROM
LOT 6, IN SAID DIVISION, WITH THE NORTHERLY RIGHT- OF-WAY LINE OF HECKSCHER
DRIVE (FLORIDA STATE ROAD 105 - A 100 FOOT RIGHT-OF-WAY, AS NOW ESTABLISHED),
(560893.DOCX }

88° ALONG SAID RIGHT-OF-WAY LINE, A DISTANCE OF 564.63
AND RUN SOUTH 52' EAST, A O G
FEET TO A POINT;RUN THENCE NORTH 22°20'30" WEST,A DISTANCE OF 763.16 FEET TO A
POINT; RUN THENCE NORTH 51° 12' EAST, A DISTANCE OF 118.68 FEET TO A POINT IN A
CURVE IN THE SOUTHWESTERLY LINE OF A RAILROAD SPUR TRACK RIGHT-OF- WAY;
THENCE CONTINUE NORTH 51° 12'EAST,CROSSING SAID RAILROAD SPUR TRACK 40 FEET,
MORE OR LESS, TO THE NORTHEASTERLY RIGHT-OF-WAY LINE OF SAID RAILROAD AND
THE POINT OF BEGINNING; THENCE CONTINUE NORTH 51° 12' EAST, 63 FEET, MORE OR
LESS, TO THE WATERS OF BROWARD RIVER; THENCE NORTH 15°45' 25" EAST, 530 FEET,
MORE OR LESS, TO THE BULKHEAD OF SAID BROWARD RIVER; THENCE NORTH 72° 44'
WEST, 460 FEET, MORE OR LESS, TO THE POINT OF CURVE OF SAID BULKHEAD LINE;
THENCE CONTINUE NORTHWESTERLY ALONG THE SAID BULKHEAD LINE AND BEING
ALONG A CURVE CONCAVE TO THE NORTHEAST HAVING A RADIUS OF 2,000 FEET AN ARC
DISTANCE OF 460 FEET, MORE OR LESS, TO THE EASTERLY RIGHT-OF-WAY LINE OF THE
EASTPORT BRANCH OF THE NOW NAMED SEABOARD COASTLINE RAILROAD; THENCE
SOUTHWESTERLY ALONG THE SOUTHEASTERLY RIGHT-OF-WAY LINE OF THE LAST
MENTIONED RAILROAD A DISTANCE OF 230 FEET, MORE OR LESS, TO THE NORTHERLY
RIGHT-OF-WAY LINE OF THE FIRST MENTIONED SPUR TRACK RIGHT-OF-WAY; THENCE
EASTERLY ALONG THE NORTHERLY LINE OF SAID SPUR TRACK RIGHT-OF-WAY AND
BEING ALONG A CURVE CONCAVE TO THE SOUTH, HAVING A RADIUS OF 518.34 FEET AN
ARC DISTANCE OF 245 FEET, MORE OR LESS. THENCE SOUTH 14° 51' 52" WEST, 20 FEET;
THENCE SOUTHEASTERLY ALONG THE NORTHEASTERLY LINE OF SAID SPUR TRACK
RIGHT-OF-WAY, WHOSE WIDTH IS 40 FEET THE FOLLOWING (1) ALONG A CURVE
CONCAVE TO THE SOUTHWEST WITH A RADIUS OF 498.34 FEET,AN ARC DISTANCE OF 31.26
FEET(2)THENCE SOUTH 71°32'30"EAST,91.8 FEET(3)THENCE ALONG A CURVE CONCAVE
TO THE SOUTHWEST HAVING A RADIUS OF 461.7 FEET AN ARC DISTANCE OF 396.47 FEET
(4) THENCE SOUTH 22° 20' 30" EAST 257 FEET (5) THENCE ALONG A CURVE CONCAVE TO
THE NORTHEAST HAVING A RADIUS OF 448 FEET AN ARC DISTANCE OF 55.91 FEET (6)
THENCE SOUTH 29°29'30" EAST 24.4 FEET(7)THENCE ALONG A CURVE CONCAVE TO THE
NORTHEAST HAVING A RADIUS OF 501.7 FEET AN ARC DISTANCE OF 81.51 FEET,MORE OR
LESS,TO THE POINT OF BEGINNING.
LESS AND EXCEPT THOSE CERTAIN TRACTS OF LAND AS DESCRIBED IN AN ORDER OF
TAKING RECORDED IN OFFICIAL RECORDS BOOK 14333, PAGE 1196, OF THE PUBLIC
RECORDS OF DUVAL COUNTY,FLORIDA.
f. Parcel 6(Easement)
EASEMENT FOR THE BENEFIT OF PARCEL 2 AS DESCRIBED IN THAT CERTAIN NON-
EXCLUSIVE RIGHTS OF CONNECTION WITH THE EASTPORT SPUR OF THE ATLANTIC
COAST LINE RAILROAD COMPANY (NOW CSX) AS RESERVED UNDER EASEMENT FOR
RAILROAD RIGHT OF WAY RECORDED 12/2/1957 IN INSTRUMENT NO. 198133B, AND
CONVEYED TO THE AMERICAN OIL COMPANY BY ST.REGIS PAPER COMPANY IN SPECIAL
WARRANTY DEED RECORDED IN OFFICIAL RECORDS BOOK 406,PAGE 299 OF THE PUBLIC
RECORDS OF DUVAL COUNTY,FLORIDA.
g. Parcel 7(Easement)
EASEMENT FOR THE BENEFIT OF PARCEL 4 AS DESCRIBED IN THAT CERTAIN ACCESS
UTILITY AND PIPELINE EASEMENT AS RESERVED UNDER EASEMENT FOR RAILROAD
RIGHT OF WAY RECORDED 12/2/1957 IN INSTRUMENT NO. 198133B,AND CONVEYED TO THE
AMERICAN OIL COMPANY BY ST. REGIS PAPER COMPANY IN SPECIAL WARRANTY DEED
{560893.DOCX }

RECORDED IN OFFICIAL RECORDS BOOK 406, PAGE 299 OF THE PUBLIC RECORDS OF
DUVAL COUNTY,FLORIDA.
h. Parcel 8(Easement)
EASEMENT FOR THE BENEFIT OF PARCEL 3 FOR PRIVATE NAVIGATIONAL ACCESS
CHANNEL AND THE DREDGING THEREOF AS DESCRIBED IN THAT CERTAIN SOVEREIGNTY
SUBMERGED LANDS EASEMENT, FROM THE BOARD OF TRUSTEES OF THE INTERNAL
IMPROVEMENT TRUST FUND OF THE STATE OF FLORIDA TO BP PRODUCTS NORTH
AMERICA INC.,A MARYLAND CORPORATION, RECORDED JANUARY 22, 2013 IN OFFICIAL
RECORDS BOOK 16224, PAGE 1966, AS MODIFIED BY SOVEREIGNTY SUBMERGED LANDS
EASEMENT MODIFICATION TO REFLECT CHANGE IN OWNERSHIP RECORDED IN BOOK
16456, PAGE 97 AND AFFECTED BY ASSIGNMENT AND ASSUMPTION OF REAL PROPERTY
INTERESTS RECORDED IN BOOK 16242,PAGE 1822.
2. Rockford - 7312 Cunningham Rd Rockford, IL 61102—APNs: 14-13-100-012, 14-13-
100-011
a. Parcel 1
PART OF SECTION 13,IN TOWNSHIP 26 NORTH,RANGE 11 EAST OF THE FOURTH PRINCIPAL
MERIDIAN, BOUNDED AND DESCRIBED AS FOLLOWS, TO-WIT: BEGINNING AT THE POINT
OF INTERSECTION OF THE WEST LINE OF SAID SECTION WITH THE NORTH LINE OF THE
PREMISES CONVEYED BY JOHN SMITH AND JAMES SMITH, TO CHICAGO, MADISON, AND
NORTHERN RAILROAD COMPANY,BY DEED RECORDED IN BOOK 127 OF DEEDS ON PAGE
229 IN THE RECORDER'S OFFICES OF WINNEBAGO COUNTY,ILLINOIS,THENCE EASTERLY
ALONG THE NORTHERLY LINE OF SAID RAILROAD RIGHT OF WAY,652.48 FEET,MORE OR
LESS, TO THE SOUTHWEST CORNER OF THE PREMISES CONVEYED BY RUSSELL E. SMITH
AND HOMER E. SMITH, TRUSTEES OF THE LAST WILL OF FRED H. SMITH, DECEASED, TO
SMITH OIL&REFINING CO.,BY DEED DATED DECEMBER 23, 1954 AND RECORDED IN BOOK
920 OF RECORDER'S RECORDS ON PAGE 160 IN SAID RECORDER'S OFFICE,THENCE NORTH
ALONG THE WEST LINE OF THE PREMISES SO CONVEYED TO SMITH OIL &REFINING CO.,
BY DEED LAST,ABOVE REFERRED TO, 1134.68 FEET TO THE POINT OF INTERSECTION WITH
THE CENTER LINE OF STATE AID ROUTE NO. 49 (CUNNINGHAM ROAD), RUNNING
-EASTERLY AND WESTERLY THROUGH SAID SECTION,WHICH LAST MENTIONED POINT OF
INTERSECTION IS 666.155 FEET DUE EAST OF THE WEST LINE OF SAID SECTION, THENCE
WESTERLY ALONG THE CENTER LINE OF STATE AID ROUTE NO.49(CUNNINGHAM ROAD)
TO THE WEST LINE OF SAID SECTION, THENCE SOUTH ALONG SAID WEST LINE TO THE
PLACE OF BEGINNING, EXCEPTING FROM THE ABOVE DESCRIBED PREMISES, THAT
PORTION THEREOF, WHICH WAS CONVEYED BY SMITH OIL & REFINING CO., TO SOCONY
MOBIL OIL COMPANY, BY WARRANTY DEED DATED AUGUST 02, 1956, FILED AUGUST 10,
1956,AND RECORDED IN BOOK 1007,RECORDER'S RECORDS,ON PAGE 478,AS DOCUMENT
NO. 842762, SITUATED IN WINNEBAGO COUNTY, ILLINOIS.
b. Parcel 2
PART OF FRACTIONAL SECTION 13, TOWNSHIP 26, NORTH, RANGE 11 EAST OF THE 4TH
PRINCIPAL MERIDIAN, BOUNDED AND DESCRIBED AS FOLLOWS, TO-WIT: BEGINNING AT
A POINT IN THE NORTHERLY LINE OF THE RIGHT OF WAY OF THE ILLINOIS CENTRAL
RAILROAD RUNNING EASTERLY AND WESTERLY THROUGH SAID SECTION, DISTANT
1268.32 FEET DUE EAST OF THE WEST LINE OF SAID SECTION; THENCE WEST,ALONG THE
{560893.DOCX }

NORTHERLY LINE OF SAID RAILROAD RIGHT OF WAY, 616.52 FEET; THENCE NORTH, 42
MINUTES AND 30 SECONDS EAST, 1134.68 FEET TO THE POINT OF INTERSECTION WITH THE
CENTER LINE OF STATE ROUTE NO. 49 (CUNNINGHAM ROAD) RUNNING EASTERLY AND
WESTERLY THROUGH SAID SECTION, WHICH POINT IS 666.155 FEET DUE EAST OF THE
WEST LINE OF SAID SECTION; THENCE EAST ALONG THE CENTER LINE OF SAID ROAD,
602.20 FEET TO A POINT 1268.32 FEET DUE EAST OF THE WEST LINE OF SAID SECTION;
THENCE SOUTH,PARALLEL WITH THE WEST LINE OF SAID SECTION, 1161.02 FEET TO THE
POINT OF BEGINNING, SITUATED IN WINNEBAGO COUNTY, STATE OF ILLINOIS.
3. Mt.Prospect- 3231 Busse Rd Mount Prospect, IL 60005 &2331 S Busse Rd Mount
Prospect, IL 60056-APNs: 08-23-301-008-0000, 08-23-300-018-0000
a. Parcel 1
THE NORTH FIFTY (50) FEET OF THE WEST FIVE HUNDRED EIGHTY-SEVEN (587) FEET OF
THE SOUTH TWO HUNDRED SIXTY-FOUR AND 08/100 (264.08) FEET OF THE NORTH EIGHT
HUNDRED TWENTY-FIVE (825) FEET AND THE SOUTH TWO HUNDRED SIXTY-FOUR AND
08/100 (264.08) FEET OF THE NORTH EIGHT HUNDRED TWENTY-FIVE (825) FEET (EXCEPT
THE WEST FIVE HUNDRED EIGHTY-SEVEN (587) FEET THEREOF), OF THE NORTHWEST
QUARTER(NW 1/4) OF THE SOUTHWEST QUARTER(SW 1/4) OF SECTION TWENTY-THREE
(23), TOWNSHIP FORTY-ONE (41) NORTH, RANGE ELEVEN ( 11 ), EAST OF THE THIRD
PRINCIPAL MERIDIAN,COOK COUNTY,ILLINOIS.
b. Parcel 2
THE WEST HALF (W 1/2) OF LOT 3 IN FRIEDRICH BUSSE, JR'S. DIVISION OF LAND IN
SECTION 23, TOWN 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, AS
RECORDED FEBRUARY 20, 1911,IN THE OFFICE OF THE COUNTY RECORDER IN BOOK 113
OF PLATS,PAGE 21,AS DOCUMENT NO.4709799,COOK COUNTY,ILLINOIS.
4. Charlotte - 8035 Mount Holly Rd Charlotte,NC 28214—APN: 055-021-06A
a. Tract 1
BEGINNING AT A POINT IN THE CENTER OF THE RIGHT OF WAY OF SEABOARD AIR LINE
RAILROAD COMPANY, SAID POINT BEING LOCATED AT THE NORTHWESTERLY CORNER
OF THAT CERTAIN PARCEL OF LAND CONVEYED BY W. A. CATHEY AND WIFE, TO
STANDARD OIL COMPANY BY DEED REGISTERED IN BOOK 1052,PAGE 251,MECKLENBURG
REGISTRY, AND SAID POINT BEING LOCATED ALSO IN A LINE OF THE PROPERTY
CONVEYED TO KENDALL MILLS, INCORPORATED BY DEED OF HENRY P. KENDALL
REGISTERED IN BOOK 559, PAGE 331, SAID MECKLENBURG REGISTRY; AND RUNNING
THENCE WITH THE DIVIDING LINE BETWEEN THE PROPERTY OF THE KENDALL COMPANY
AND THE PROPERTY FORMERLY OWNED BY STANDARD OIL COMPANY SOUTH 41-14-05
EAST 820 FEET (THE LINE OF THE PROPERTY OF STANDARD OIL COMPANY BEING
REFERRED TO IN THE AFOREMENTIONED DEED REGISTERED IN BOOK 1052,PAGE 251,AS
"NORTH 37-46-30 WEST")TO THE NORTHEASTERLY CORNER OF THAT CERTAIN PARCEL OF
LAND CONVEYED BY THE KENDALL COMPANY TO SHELL OIL COMPANY BY DEED DATED
{560893.DOCX }

NOVEMBER 29, 1957; RUNNING THENCE WITH THE SHELL OIL COMPANY PROPERTY,
SOUTH 59-42-30 WEST 453.65 FEET; THENCE NORTH 13-47-55 WEST 874.54 FEET TO A POINT
IN THE CENTER OF RIGHT OF WAY OF THE SEABOARD AIR LINE RAILROAD; RUNNING
THENCE WITH THE CENTER LINE OF SAID RIGHT OF WAY SOUTH 86-31-20 EAST 60.0 FEET
TO THE BEGINNING, BEING PARCEL NO. 4 AS SHOWN ON PLAT OF J. W. SPRATT, COUNTY
SURVEYOR,REGISTERED IN BOOK 8,PAGE 203,IN THE OFFICE OF THE REGISTER OF DEEDS
FOR MECKLENBURG COUNTY, N.C.; THE BEARINGS (EXCEPT IN PARENTHESIS) IN THE
DESCRIPTION OF THE PROPERTY HEREIN CONVEYED ARE BASED UPON TRUE NORTH;
BEING A PART OF THE PROPERTY WHICH WAS CONVEYED TO KENDALL MILLS,
INCORPORATED,BY DEED OF HENRY P.KENDALL,REGISTERED IN BOOK 559,PAGE 331,IN
THE OFFICE OF THE REGISTER OF DEEDS FOR MECKLENBURG COUNTY,N.C.
b. Tract II
BEGINNING AT A POINT IN THE CENTER OF THE RIGHT OF WAY OF SEABOARD AIR LINE
RAILROAD COMPANY, SAID POINT BEING LOCATED AT THE NORTHWESTERLY CORNER
OF THAT CERTAIN PARCEL OF LAND CONVEYED BY W. A. CATHEY AND WIFE, TO
STANDARD OIL COMPANY BY DEED REGISTERED IN BOOK 1052,PAGE 251,MECKLENBURG
REGISTRY, AND SAID POINT BEING LOCATED ALSO IN A LINE OF THE PROPERTY
CONVEYED TO KENDALL MILLS, INCORPORATED BY DEED OF HENRY P. KENDALL
REGISTERED IN BOOK 559, PAGE 331, SAID MECKLENBURG REGISTRY; AND RUNNING
THENCE WITH THE CENTER OF THE RIGHT OF WAY OF THE SEABOARD AIR LINE
RAILROAD IN THREE COURSES AS FOLLOWS: (1) SOUTH 83-00 EAST, 156.05 FEET; (2)
FOLLOWING THE ARC OF AN IRREGULAR CURVE OF 700.30 FEET TO THE RIGHT AND IN A
SOUTHEASTERLY DIRECTION, SAID IRREGULAR CURVE HAVING A CHORD OF SOUTH 73-
29 EAST 697.18 FEET; (3) SOUTH 65-49 EAST 300.0 FEET TO A CORNER OF THE PROPERTY
CONVEYED TO SHELL OIL COMPANY, INCORPORATED BY DEED OF STANDARD OIL
COMPANY, REGISTERED IN BOOK 1092, PAGE 331, MECKLENBURG REGISTRY; AND
RUNNING THENCE WITH THE SHELL OIL COMPANY PROPERTY SOUTH 62-36-40 WEST 669.75
FEET TO THE SOUTHEASTERLY CORNER OF THAT CERTAIN PARCEL OF LAND CONVEYED
BY THE KENDALL COMPANY TO GRANTOR BY DEED DATED NOVEMBER 29, 1957; AND
RUNNING THENCE WITH THE NORTHEASTERLY LINE OF THE PROPERTY SO CONVEYED
TO GRANTOR NORTH 37-46-30 WEST 820.0 FEET(SAID LINE OF THE GRANTOR'S PROPERTY
BEING REFERRED TO IN SAID DEED AS "SOUTH 41-14-05 EAST", SAID BEARING BEING
BASED UPON TRUE NORTH)TO-THE BEGINNING;BEING PARCEL NO.I AS SHOWN-ON PLAT
OF J. W. SPRATT, COUNTY SURVEYOR, REGISTERED IN BOOK 8, PAGE 203, IN THE OFFICE
OF THE REGISTER OF DEEDS FOR MECKLENBURG COUNTY, NORTH CAROLINA; BEING A
PORTION OF THE PROPERTY CONVEYED TO STANDARD OIL COMPANY OF NEW JERSEY BY
DEED OF W. A. CATHEY AND WIFE, REGISTERED IN BOOK 1052, PAGE 251, IN THE OFFICE
OF THE REGISTER OF DEED FOR MECKLENBURG COUNTY,NORTH CAROLINA.
{560893.DOCX

Schedule 2.1(f)
Purchased Permits
1. Charlotte,NC (West Terminal)
a. Mecklenburg County Air Quality Permit to Construct/Operate No. 18-059-586
b. NCDEQ Certificate of Registration of Oil Terminal Facility Registration No. 60-
0002122
c. NDEQ NPDES Permit No.NC0046213FRP
2. Jacksonville,FL
a. FDEP Minor Air Construction Permit No. 0310179-042-AC
b. FDEP Title V Air Operation Permit No. 0310179-043-AV
c. St. Johns River Water Management District Consumptive Use Permit No. 912
d. USCG Facility Security Plan
e. Dredging Permit—Department of the Army Permit SAJ-2002-00994(SP-BJC)
3. Mt.Prospect,IL
a. IEPA CAAPP Title V Permit No. 95060013
b. IEPA NPDES Permit No. 1L0062791
4. Rockford,IL
a. IEPA FESOP Permit No. 201813AAD
b. IEPA Butane Blending Construction Permit No. 201813AAD
c. IEPA NPDES Permit No. IL0062782
t -- --- - t — -
{560893.DOCX }

Exhibit E
TRANSITION SERVICES AGREEMENT
by and between
MPLX TERMINALS LLC AND BLANCHARD TERMINAL COMPANY LLC
as Seller
and
MCK TERMINALS,LLC
as Purchaser
dated as of May 20,2022
Project Wildcat-Transition Services Agreement-(Final Execution Version)docx

Page
ARTICLE I SERVICES PROVIDED 1
1.1 Transition Services; Additional Services;Reactivation Project 1
1.2 Personnel 2
1.3 Representatives 2
1.4 Standards of Performance. 3
1.5 Indemnification. 4
1.6 Limitation on Liability 5
1.7 Force Majeure 5
1.8 No Obligation to Continue to Use Services; Transitioning Assistance. 5
1.9 Third Party Consents 6
1.10 Operating Permits and Licenses 6
1.11 Reporting; Access to Information 6
ARTICLE II COMPENSATION 7
2.1 Consideration 7
2.2 Consideration of Costs Associated with Reactivation Project 7
2.3 Reimbursements 7
2.4 Taxes 8
ARTICLE III TERM 8
3.1 Term 8
3.2 Termination of Obligations 8
3.3 Survival of Certain Obligations 9
ARTICLE IV MISCELLANEOUS 9
4_1 Confidentiality 9
4.2 Entire Agreement; Amendments; Waivers 10
4.3 Notices 10
4.4 Assignment 11
4.5 Rights of Third Parties 12
- — 4.6 Governing Law; Exclusive Jurisdiction; Waiver of Jury Trial 12 -
4.7 Severability 13
4.8 Independent Contractor 13
4.9 Counterparts 14
4.10 Construction 14
4.11 Further Assurances 14

TRANSITION SERVICES AGREEMENT
This TRANSITION SERVICES AGREEMENT(this"Agreement")is made as of May 20,
2022 (the "Effective Date"), by and between MPLX Terminals LLC and Blanchard Terminal
Company LLC (collectively, "Seller"), and MCK Terminals, LLC, a Delaware limited liability
company("Purchaser"). Capitalized terms used in this Agreement that are defined in the APA(as
such term is defined below)shall have the respective meanings ascribed to them in the APA,unless
otherwise expressly defined herein. Seller and Purchaser are each referred to herein as a"Party"
and collectively as the"Parties."
RECITALS
WHEREAS, Seller and Purchaser are parties to that certain Asset Purchase Agreement,
dated as of May 20,2022 (the"APA");
WHEREAS, at the Closing,Purchaser will purchase, acquire and accept from Seller, and
Seller will sell, transfer, assign, convey and deliver to Purchaser the Purchased Assets, including
the Purchased Terminals and the Purchased Storage Facility, on the terms and subject to the
conditions set forth in the APA;
WHEREAS, prior to the Closing, Seller performed certain services for the Purchased
Terminals and the Purchased Storage Facility;and
WHEREAS,in connection with the APA and the closing of the transactions contemplated
thereby,Seller has agreed to provide(or cause to be provided by its Affiliates or otherwise)certain
transition services to or on behalf of Purchaser with regard to the operations of the Purchased
Terminals and Purchased Storage Facility for a set period of time following the Closing.
NOW, THEREFORE, in consideration of the premises and the covenants and mutual
agreements contained herein,the Parties agree as follows:
ARTICLE I
SERVICES PROVIDED
1.1 Transition Services;Additional Services; Reactivation Project.
(a) Transition Services. Immediately after the Closing, upon the terms and
subject to the conditions set forth in this Agreement, Seller shall provide (or cause to be provided
by its Affiliates or otherwise)to or on behalf of Purchaser, services with regard to the operations
and maintenance of the Purchased Terminals (and upon and after completion of the Reactivation
Project, the Purchased Storage Facility) in the ordinary course of business, consistent with past
practice of Seller of the 12-month period immediately preceding the Closing, including, without
limitation, each of those services as set forth in Schedule A and Schedule B, respectively, hereto
(each such service, together with all of the activities performed by Seller prior to the Effective
Date that are related to or are inherent in providing such services, a "Transition Service") and
collectively, the "Transition Services" and each such schedule, a "Service Schedule" and
collectively, the "Service Schedules") for a period of up to 60 days following the Closing (such
period, as may be earlier terminated or extended from time to time pursuant to Sections 3.1 and
3.2, the "Time Period"). Subject to Section 1.4, except as provided in a Service Schedule for a
1

specific Transition Service or otherwise expressly provided herein, in providing, or causing to be
provided,the Transition Services,Seller shall not be obligated to: (i)purchase,lease or license any
additional equipment(including computer equipment, furniture, furnishings, fixtures, machinery,
vehicles,tools and other tangible personal property), software or other assets,rights or properties;
(ii) make modifications to Seller's or its Affiliates' existing systems or software; (iii) provide
Purchaser or any of its employees or other Representatives with access to any of Seller's (or its
Affiliates') systems or software; or(iv)pay any costs related to the transfer or conversion of data
of Purchaser or any of its Affiliates; provided, however, that during the Time Period, Seller shall
not terminate without cause the employment of the employees of Seller listed on Schedule E. The
Transition Services contemplate the continuation of the Purchased Terminal Operations using
Seller's general terms and conditions without expansion of any additional throughput customers
at any of the Purchased Terminals or Purchased Storage Facility (except that Seller will use
commercially reasonable effort to accommodate throughput volume from Circle K Stores Inc.and
its Affiliates, and Love Family Holding, LLC and its Affiliates, at the Jacksonville terminal).
(b) Additional Services. If Purchaser identifies a service that Seller provided
for the Purchased Terminal Operations prior to the Closing Date that Purchaser reasonably
determines it needs in order to operate the Purchased Assets and that Purchaser is incapable of
providing itself or procuring through a third party on commercially reasonable terms, and such
service is not included in the Service Schedule,then Purchaser may provide notice thereof to Seller
and the Parties shall discuss and negotiate in good faith Seller's provision of such service and the
price therefor; provided, however, that in no event shall Seller (or its Affiliates) be obligated to
provide any additional service that it cannot provide using commercially reasonable efforts
consistent with the terms of this Agreement or that would require Seller(i)to incur additional costs
not reimbursed by Purchaser, (ii)to hire additional personnel not then employed by Seller or its
Affiliates, or (iii) provide any Transition Services beyond the Term (as such term is defined in
Section 3.1). If the Parties agree to terms regarding the provision of such service,the Parties shall
amend the applicable Service Schedule in writing to include such service and such service shall
thereafter be deemed a Transition Service hereunder.
(c) Reactivation Project. In addition to the Transition Services, Seller will
conduct all work reasonably_necessary to reactivate the Purchased Storage Facility for_and on
behalf of Purchaser(the "Reactivation Project").
(d) Notwithstanding anything to the contrary in this Agreement, Seller and its
(and its Affiliates') employees, subcontractors and other Representatives shall not be required to
perform Transition Services hereunder or take any actions relating thereto that conflict with or
violate any applicable Legal Requirement, Permit or Contract. In any such case, Seller shall give
written notice to Purchaser of such potential conflict or violation as promptly as is reasonably
practicable under the circumstances, and the Parties shall cooperate in good faith to modify the
Transition Services to the extent commercially practicable to avoid such potential conflict or
violation.
1.2 Personnel. Subject to Section 1.4, in providing the Transition Services, Seller may,
as it deems necessary or appropriate, (a) use resources of Seller or its Affiliates, and (b) to the
extent that Seller no longer has adequate internal resources available to perform the related
Transition Service, employ the services of third parties. Except for certain third party contracts
2

identified by Seller, Seller shall not subcontract any Transition Service to a third party without
Purchaser's prior written consent, such consent not to be unreasonably withheld, conditioned or
delayed. Seller shall not be relieved of any of its obligations under this Agreement as a result of
the provision of any Transition Services by any subcontractor. In providing the Transition
Services, any employee of Seller (or its Affiliates) providing such services shall remain the
employee of Seller (or its Affiliates) and Seller shall bear the sole responsibility for payment of
such employee's wages, benefits and all withholding obligations to federal and state taxation and
insurance authorities during the Term.The number,selection,the hours of labor,and compensation
of such employees shall be determined by Seller,consistent with accepted industry practices.Such
employees currently working at the Purchased Terminal and Purchased Storage Facility and
identified in the APA are herein referenced as "Transferrable Employees" and will not transition
to any of Seller's other facilities during the Term.Neither federal,state nor local income or payroll
tax shall be withheld or paid by Purchaser on behalf of Seller or the employees for the period of
time accrued during the Term, and similarly, no workers' compensation insurance shall be
obtained by Purchaser concerning Seller or the employees of Seller for the Term. No person
providing any Transition Services shall be considered an employee of Purchaser.
1.3 Representatives. Purchaser, on the one hand, and Seller, on the other, shall
nominate a representative to act as its primary contact person to coordinate the provision of the
Transition Services (each, a "Primary Coordinator"); provided that (a) the initial Primary
Coordinator of Seller shall be Marc Bishop and (b) the initial Primary Coordinator of Purchaser
shall be Kathy Cunnington. Contact information for the Primary Coordinators are set forth in
Schedule C. The Primary Coordinator may designate from time to time (and change any such
designation from time to time), one or more service coordinators for each specific Transition
Service (the "Service Coordinators"); provided, that the initial Service Coordinators, for each
Transition Service, are set forth on the applicable Service Schedule. Each Party may treat an act
of a Primary Coordinator or Service Coordinator of another Party as being authorized by such
other Party without inquiring behind such act or ascertaining whether such Primary Coordinator
or Service Coordinator had authority to so act; provided, however, that no such Primary
Coordinator or Service Coordinator has authority to amend this Agreement. Seller and Purchaser
shall advise each other promptly(in any case no more than three business days after) in writing of
any change-in the-Primary Coordinators and any Service Coordinator for a-particular Transition
Service, setting forth the name of the Primary Coordinator or Service Coordinator to be replaced
and the name of the replacement, and certifying that the replacement Primary Coordinator or
Service Coordinator is authorized to act for such Party in all matters relating to this Agreement, in
the case of a Primary Coordinator or, in the case of a Service Coordinator, with respect to the
Transition Service for which such Service Coordinator has been designated. Seller and Purchaser
shall use commercially reasonable efforts to direct all communications to the Service Coordinators
for such Transition Services with copies provided to the Primary Coordinators if communication
is in written form.
1.4 Standards of Performance.
(a) The Transition Services shall be performed in good faith, in compliance
with applicable Legal Requirements and in a commercially reasonable manner consistent in all
material respects with the same or similar services provided to the Purchased Terminals and the
Purchased Storage Facility during the 6 months prior to the Closing in the normal ongoing
3

operations of the Purchased Terminal Operations during such period (the "Performance
Standards"). Seller agrees to assign sufficient resources and qualified personnel as are reasonably
required to perform (or cause to be performed) the Transition Services in accordance with the
Performance Standards. Except as otherwise specifically set forth in this Agreement, Seller shall
supply at its cost all equipment and other personal property necessary to perform its obligations
hereunder in accordance with the Performance Standards. In order to enable the provision of the
Transition Services by Seller or its Affiliates,Purchaser agrees that it shall provide to Seller's and
its Affiliates' employees and any third-party service providers or subcontractors who provide
Transition Services, at no cost to Seller, access to the facilities, assets and books and records of
the Purchased Terminal Operations,the Purchased Terminals,and the Purchased Storage Facility,
in all cases to the extent necessary for Seller to fulfill its obligations under this Agreement.
Purchaser acknowledges that Seller,its Affiliates' employees and any third-party service providers
and subcontractors, when on the property of Purchaser or when given access to any equipment,
computer, software,network or files existing on the Purchased Site will adhere to the policies and
procedures of Seller,which shall be provided to Purchaser upon reasonable request.
4

1.10 Operating Permits and Licenses. Seller agrees to maintain all permits and licenses
required for the operation of the Purchased Terminals and Purchased Storage Facility (the
"Required Permits")during the Term. Purchaser agrees to use all commercially reasonable efforts
to obtain the Required Permits by the end of the Term and Purchaser acknowledges that Seller
shall not be liable for the cessation or interruption of the operation of the Purchased Terminals and
Purchased Storage Facility if Purchaser is unable to obtain the Required Permits by the conclusion
of the Term.
6

ARTICLE III
TERM
3.1 Term. This Agreement shall become effective on the Effective Date and shall
remain in force until the first to occur of(a) expiration of the Time Period or(b) the termination
of all then-continuing Transition Services by Purchaser in accordance with Section 1.8;provided,
however, that Purchaser may elect to extend the Time Period for two (2) successive thirty (30)
periods (each, a "Renewal Period") by providing Seller at least fifteen (15) days' prior written
notice. The Time Period and any subsequent Renewal Period(s) shall be referred to as the"Term"
of this Agreement. All services provided under this Agreement during the term of the second_
Renewal Period (the "Second Renewal Period") will be subject to a twenty percent (20%)
premium.
3.2 Termination of Obligations. Purchaser specifically agrees and acknowledges that
all obligations of Seller to provide each Transition Service shall immediately cease upon the
expiration of the Term or such earlier date as the parties may mutually agree in writing, and the
obligations of Seller to provide all the Transition Services hereunder shall immediately cease upon
the termination of this Agreement; provided, however, that if, upon the termination of this
Agreement,Purchaser has been unable,due to no fault of Purchaser,to replace any of the IT system
assets required for the continued operation of the Purchased Terminals and Purchased Storage
Facility in the ordinary course of business consistent with past practice,then Seller shall continue
to permit Purchaser to use such assets at a commercially reasonable cost to be agreed upon by the
Parties in good faith, until Purchaser is able to replace them. To the extent Purchaser terminates a
Transition Service prior to the expiration of the Term, Seller shall discontinue billing Purchaser
for such discontinued service or the applicable usage percentage thereof.
8

3.3 Survival of Certain Obligations. Without prejudice to the survival of the other
agreements of the Parties, the following obligations shall survive the termination of this
Agreement: (a)the obligations of each Party under Section 1.5 (Indemnification) and Section 1.6
(Limitation on Liability), (b)the obligations of each Party under Section 4.1 (Confidentiality), (c)
the right of Seller to receive the compensation and reimbursements for the Transition Services
provided by it hereunder pursuant to Section 2.1 (Consideration) and Section 2.2
(Reimbursements) incurred prior to the effective date of termination, (d) the obligation of each
Party to transfer misapplied funds to the other Party pursuant to Section 2.3 (Misapplied Cash
Receipts), and (e) Section 4.3 (Notices) and Section 4.6 (Governing Law) and the definitions of
any term herein related to any of the foregoing sections that survive termination.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
SELLER:
MPLX TERMINALS LLC
,e%G^4A1 WL�l.�iA
By: Laurie Wilkins(May 13,2022 13:20 EDT)
Name: Laurie A. Wilkins
Title: Vice President
JS RC RF
Approved As To Form
BLANCHARD TERMINAL COMPANY
LLC
By: Laurie NrlWns(May 13,2022 13:20 EDT)
Name: Laurie A. Wilkins
Title: Vice President

PURCHASER:
MCK TERMINALS,LLC
By: n .
Name: 0= Yo m
Title: A ager
SIGNATURE PAGE TO
TRANSITION SERVICES AGREEMENT

Schedule A
Transition Services at Purchased Terminals
No. Component of Transition Services Description
of Services
Provided
Terminal Services
Specialized Field Technician
Mechanical and Vapor Control
Electrical and Instrumentation
In-house Electrician
Measurements
Cathodic Protection
Corporate-level Technical SME Support
Asset Integrity/Programs and Processes
Pipe Integrity
Aboveground Storage
Butane Blending
Dock Operations
Vapor Control
Electrical/Mechanical
Rotating Equipment
Health,Environment and Safety
Regulatory Oversight
Support the Transfer of Permits&Licenses
U.S. Coast Guard
Ongoing Remediation of Open Cases
Operating Systems and Information Technology
Central Monitoring
Hardware(Corporate/Midstream)
Software(Corporate/Midstream)
Terminal System Infrastructure
System Licenses/Agreements
__ Back-Office Administration -
Supply Chain/Procurement
Engineering Support(L3S)
Accounting(Corporate/Midstream)
Financial/Commercial Functions
Document Control/Management
**Local Area Support**
**Area Manager**
**Terminal Manager**
**Terminal Operations**
SCHEDULE A

Schedule B
Transition Services at Purchased Storage Facility
No. Component of Transition Services Description of Services Provided
Terminal Services
Specialized Field Technician
Mechanical and Vapor Control
Electrical and Instrumentation
hi-house Electrician
Measurements
Corporate-level Technical SME Support
Asset Integrity/Programs and Processes
Pipe Integrity
Aboveground Storage
Butane Blending
Dock Operations
Cathodic Protection
Vapor Control
Electrical/Mechanical
Rotating Equipment
Health,Environment and Safety
Regulatory Oversight
Support the Transfer of Permits&Licenses
U.S. Coast Guard Regulations
Ongoing Remediation of Open Cases
Operating Systems and Information Technology
Central Monitoring
Hardware(Corporate/Midstream)
Software(Corporate/Midstream)
Terminal System Infrastnicture
System Licenses/Agreements
Back-Office Administration
Supply Chain/Procurement
Engineering-Support(L3S)
Accounting(Corporate/Midstream)
Financial/Commercial Functions
Document Control/Management
**Local Area Support**
**Area Manager**
**Terminal Manager**
**Terminal Operations**
SCHEDULE B