NC0022187_Owner (Name Change)_20231130

MDTIVA
ENTERPRISES LLC
November 21, 2023
RECEIVED
John Hennessey
Joe Corporon NOV 3 0 2023
NC Dept. of Environmental Quality
NC Division Water Resources NC DEO/DWR
1617 Mail Service Center Central Office
Raleigh,NC 27699
[e-mail]
[e-mail]
Re: Transfer of NPDES Permits for Raleigh Terminal(Apex) (Permit No.
NC0022217),Greensboro Terminal (Permit No. NC0022209),Charlotte
North Terminal(Permit No. NC0022187)and Charlotte South Terminal
(Permit No. NC0046892)
Dear Mr.Hennessey and Mr. Corporon,
On November 8, 2023,Motiva Enterprises LLC ("Motiva")entered into an asset
purchase agreement("APA")with Global Operating LLC ("Global Operating"), as purchaser,
and Global Partners LP ("Global Partners"), as guarantor,to sell to Global Operating certain
product terminal facilities and related assets, including the Raleigh Terminal(located in Apex,
NC),the Greensboro Terminal,the Charlotte North Terminal, and the Charlotte South Terminal.
After the completion of the proposed transaction the Raleigh Terminal,the Greensboro Terminal,
the Charlotte North Terminal, and the Charlotte South Terminal will be operated by Global
Companies LLC ("Global Companies"), an affiliate of Global Operating, and will be owned by
Global Terminal Holdings LLC ("Global Terminal Holdings,"and together with Global
Operating,Global Partners, and Global Companies, "Global"),another affiliate of Global
Operating.
The purpose of this letter is notify you, in accordance with 40 C.F.R. § 122.61(b), of
Motiva's intent to transfer to Global Companies the National Pollutant Discharge Elimination
System ("NPDES")permits for Raleigh Terminal (Permit No.NC0022217), Greensboro
Terminal (Permit No.NC0022209), Charlotte North Terminal (Permit No.NC0022187) and
Charlotte South Terminal (Permit No.NC0046892)and to request that North Carolina
Department of Environmental Quality("NC DEQ") automatically transfer these NPDES permits
to Global Companies effective upon closing of the proposed transaction.
Under 40 C.F.R. § 122.61(b),which is incorporated by reference in Part II, Section E(4)
in each of the permits described above,NPDES permits may be automatically transferred to a
new permittee if: (1)the current permittee notifies the Director at least 30 days in advance of the
proposed transfer date; (2)the notice includes a written agreement between the existing and new
permittees containing a specific date for transfer of permit responsibility, coverage, and liability
1

between them; and(3)the Director does not notify the existing permittee and the proposed new
permittee of its intent to modify or revoke and reissue the permit in lieu of this automatic transfer
process.
An excerpt of the APA(Attachment A)explains and allocates permit responsibility,
coverage, and liability between Motiva and Global upon completion of the proposed transaction.
for transfer of the NPDESpermits is tied to the APA"Closing,"which
Under the APA,the date o t s
is scheduled to occur on or before December 31, 2023. Motiva will notify you of the exact
closing date as soon as practicable.
To the extent NC DEQ requires further information to execute the permit transfer,we
respectfully request that you provide both Motiva and Global with prompt notice to allow the
parties to timely respond in light of the anticipated closing timeframe.
Please give me or Tom Keefe (781-398-4132) (on behalf of Global)a call if you would
like to discuss this request further. Thank you for your attention to this matter.
Sincerely,
Z7 5W
Dollnila Slater
Enclosure
cc: Philip Segaloff, Senior Associate General Counsel, Global Partners LP
Tom Keefe, VP EHS Operations, Global Partners LP
Brien Flanagan, Counsel for Global, Schwabe
Kristine Pelt,HSE Manager, Motiva Enterprises LLC
2

ATTACHMENT A
3

CONFIDENTIAL
Execution Version
ASSET PURCHASE AGREEMENT
by and among
MOTIVA ENTERPRISES LLC,as Seller
GLOBAL OPERATING LLC,as Purchaser
and
GLOBAL PARTNERS LP, as Guarantor
November 8,2023
14099863v17

ASSET PURCHASE AGREEMENT
This Asset Purchase Agreement (this "Agreement"), dated as of November 8, 2023 (the
"Effective Date"), is entered into by and between Motiva Enterprises LLC, a Delaware limited
liability company(the"Seller"),Global Operating LLC,a Delaware limited liability company(the
"Purchaser"), and Global Partners LP, a Delaware limited partnership (the "Guarantor"). Each of
the foregoing is referred to herein as a"Party"and collectively as the"Parties." In addition to the
terms defined in the body of this Agreement,capitalized terms used herein shall have the meanings
set forth in Annex A attached hereto and made a part hereof.
RECITALS
WHEREAS, the Seller owns product terminal facilities as more particularly listed on
Annex B (each,a"Terminal Facility"and collectively,the"Terminal Facilities"); and
WHEREAS, subject to the terms and conditions of this Agreement, the Purchaser desires
to purchase and assume from the Seller, and the Seller desires to sell and assign to the Purchaser,
the Terminal Facilities and the assets related to the Terminal Facilities set forth herein and the
liabilities related thereto.
NOW THEREFORE,in consideration of the mutual representations,warranties,covenants
p
and agreements set forth herein,the Parties hereby agree as follows:
ARTICLE 1
PURCHASE AND SALE
Section 1.1 Purchased Assets. Upon the terms and subject to the conditions contained
in this Agreement, at the Closing, in exchange for the consideration described in Section 1.5 and
the Purchaser's assumption of the Assumed Liabilities, the Seller shall sell, assign, transfer and
convey to the Purchaser, and the Purchaser shall acquire and accept from the Seller, all of the
Seller's right,title and interest in,to and under the following assets,properties and rights,whether
tangible or intangible,real,personal or mixed(collectively,the"Purchased Assets"),free and clear
of all Liens,except Permitted Liens:
1

1
(f) to the extent assignable and subject to Section 4.5,all Licenses to the extent
they are exclusively used in the Business, including those listed in Schedule 1.1(f) (the
"Assigned Licenses");
2

SimplyAgree Sign signature packet ID: 185a8514-fa94-41f9-96a8-ae6acfe5c19b
This Agreement has been duly executed and delivered by the parties on the date first above
written.
SELLER:
MOTIVA ENTERPRISES LLC
By:
Name: Jeff Rinker
Title: President and CEO •
SIGNATURE PAGE TO
ASSET PURCHASE AGREEMENT

SimplyAgree Sign signature packet ID: abbc515a-2657-4152-b3c5-419d508493b5
PURCHASER:
GLOBAL OPERATING LLC
W ea" T Gear
By:
Name: Sean T. Geary
Title: Chief Legal Officer
GUARANTOR:
GLOBAL PARTNERS LP
By:
Name: Sean T. Geary
Title: Chief Legal Officer
SIGNATURE PAGE TO
ASSET PURCHASE AGREEMENT

SimplyAgree Sign signature packet ID: abbc515a-2657-4152-b3c5-419d508493b5
PURCHASER:
GLOBAL OPERATING LLC
By:
Name: Sean T. Geary
Title: Chief Legal Officer
GUARANTOR:
GLOBAL PARTNERS LP
By: sea, T. &x
Name: Sean T. Geary
Title: Chief Legal Officer
SIGNATURE PAGE TO
ASSET PURCHASE AGREEMENT

CONFIDENTIAL
Final
Schedule 1.1(f)
Assigned Licenses'
Apex Terminal
Type of Permit or
Permit and/or Exemption Number Exemption A encv Authorized Activity Issued Expires Comments
Storm water&Hydrotest
NC0022217 NPDES NCDENR water 8/1/2020 4/30/2023
Greensboro Terminal
Type of Permit or
Permit and/or Exemption Number Exemption Agency Authorized Activity Issued Expires Comments
imi
Storm Water&Hydrotest
NC0022209 NPDES NCDENR Water 11/1/2021 8/31/2026
11111111111- 71—M±iZir
.-- --IMIIMMITIIPM-
91

CONFIDENTIAL
Final
...T.
....
-. - .
___________________,E
_,.,_....
_ _ _
_ _______,
Charlotte Terminal
Type of Permit or
Permit and/or Exemption Number Exemption Agency Authorized Activity Issued Expires Comments
_nom
NC0022187 NPDES Charlotte North NCDEQ Wastewater 8/1/2021 6/30/2025
NC0046892 NPDES Charlotte South NCDEQ Wastewater 4/1/2021 6/30/2025
96

MDTIVA
ENTERPRISES LLD
November 21, 2023
John Hennessey
Joe Corporon
NC Dept. of Environmental Quality
NC Division Water Resources
1617 Mail Service Center
Raleigh,NC 27699
[e-mail]
[e-mail]
Re: Transfer of NPDES Permits for Raleigh Terminal(Apex) (Permit No.
NC0022217),Greensboro Terminal(Permit No. NC0022209), Charlotte
North Terminal (Permit No. NC0022187)and Charlotte South Terminal
(Permit No. NC0046892)
Dear Mr. Hennessey and Mr. Corporon,
On November 8, 2023,Motiva Enterprises LLC ("Motiva")entered into an asset
purchase agreement("APA")with Global Operating LLC ("Global Operating"), as purchaser,
and Global Partners LP ("Global Partners"), as guarantor,to sell to Global Operating certain
product terminal facilities and related assets, including the Raleigh Terminal(located in Apex,
NC),the Greensboro Terminal,the Charlotte North Terminal, and the Charlotte South Terminal.
After the completion of the proposed transaction the Raleigh Terminal,the Greensboro Terminal,
the Charlotte North Terminal, and the Charlotte South Terminal will be operated by Global
Companies LLC ("Global Companies"), an affiliate of Global Operating, and will be owned by
Global Terminal Holdings LLC ("Global Terminal Holdings," and together with Global
Operating, Global Partners, and Global Companies, "Global"), another affiliate of Global
Operating.
The purpose of this letter is notify you, in accordance with 40 C.F.R. § 122.61(b), of
Motiva's intent to transfer to Global Companies the National Pollutant Discharge Elimination
System ("NPDES")permits for Raleigh Terminal (Permit No.NC0022217), Greensboro
Terminal (Permit No.NC0022209), Charlotte North Terminal (Permit No.NC0022187) and
Charlotte South Terminal (Permit No.NC0046892) and to request that North Carolina
Department of Environmental Quality("NC DEQ") automatically transfer these NPDES permits
to Global Companies effective upon closing of the proposed transaction.
Under 40 C.F.R. § 122.61(b),which is incorporated by reference in Part II, Section E(4)
in each of the permits described above,NPDES permits may be automatically transferred to a
new permittee if: (1)the current permittee notifies the Director at least 30 days in advance of the
proposed transfer date; (2)the notice includes a written agreement between the existing and new
permittees containing a specific date for transfer of permit responsibility, coverage, and liability
1

ROY COOPER
Governor
ELIZABETH BISER
Secretary
RICHARD E. ROGERS, JR
Director NORTH CAROLINA
Environmental Quality
March 20, 2024
The Honorable Larry Adams, Mayor
Town of East Bend
108 West Main Street
East Bend,NC 27108
Subject: Your Review of NPDES Permit DRAFT
Permit NC0064726; WPCS Grade WW-2
East Bend Industrial Park WWTP
Yadkin County
Your Honor:
In response to your request to renew the subject NPDES permit, received on May 22, 2023, the
Division of Water Resources (DWR or the Division)hereby transmits this draft permit for your
review and comment. Please review this document carefully to assure your understanding of the
permit limits and monitoring conditions, and to correct errors, if any.
For Renewal. The Division understands that the Town of East Bend has made no significant
changes in your wastewater treatment processes since last renewal. Therefore, we have made only
minimal changes to your permit by updating your facility description and site map.
Concurrent with this notification, the Division will solicit public comment on this draft by
publishing a notice in newspapers having circulation in the general Yadkin County area, as
required by the NPDES Program. Please provide your written comments, if any,to me via email
[[e-mail]], or write to my attention care of NCDEQ/DWR/NPDES Program
no later than April 22,2024,approximately 30 days after receiving this letter. Your written
comments are welcome,but they are not mandatory.
The NPDES standard conditions (Parts II, III, and IV), are part of this permit but are not included
in this draft document(cover,map, and Part I). The latest version of Parts II, III, and IV are
available at https://bit.ly/2BZ4xxx and can be viewed online or downloaded as a PDF file.
North in Dt Enm Q 7 ion f Water
512 North Salisbury Street 11617 Carol Mail Servicea Centerepartmen of Raleigh viron,Northental Carolina uality 27699-161 Divis o7-919.707.9000Resources

Mayor Larry Adams
Town of East Bend
Draft Permit Review-2024
Page 2 of 2
Following the mandatory 45-day public comment period, the Division will review all pertinent
comments, if any, and take appropriate action prior to issuing an NPDES permit final. If you
have questions concerning this draft, please e-mail me [[e-mail]],
Respectfully,
Joe R. Corpor , P.G
NCDEQ /DV6]R/NPDES Permitting
Enclosure: NPDES Permit NC0064726 (renewal DRAFT)
hc: NPDES Program Files[draft permit and Fact Sheet]
ec: DWR/WSRO,attn Jenny Graznak;Lon Snider[draft permit and Fact Sheet]
OCU Jeffery Talbott[[e-mail]]
PWS Jeff Bryan[[e-mail]]

Permit NC0064726
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF WATER RESOURCES
PERMIT
TO DISCHARGE WASTEWATER UNDER THE
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
(NPDES)
In compliance with the provisions of North Carolina General Statute 143-215.1, other lawful standards
and regulations promulgated and adopted by the North Carolina Environmental Management
Commission, and the Federal Water Pollution Control Act, as amended, the
Town of East Bend
is hereby authorized to discharge wastewater from a facility located at the
East Bend Industrial Park WWTP
299 Salem Trail, East Bend
Yadkin County
to receiving waters designated as an unnamed tributary to the Yadkin River in the Yadkin-Pee Dee River
Basin in accordance with effluent limitations, monitoring requirements, and other conditions set forth in
Parts I, II, III and IV hereof.
This permit shall become effective 2024.
This permit and authorization to discharge shall expire at midnight on December 31, 2028.
Signed this day . 2024
John E. Hennessy, Section Chief
Water Quality Regional Operations
Division of Water Resources
By Authority of the Environmental Management Commission
Page 1 of 6

Permit NC0064726
SUPPLEMENT TO PERMIT COVER SHEET
All previous NPDES Permits issued to this facility, whether for operation or discharge, are hereby
revoked. As of this permit issuance, any previously issued permit bearing this number is no longer
effective. Therefore, the exclusive authority to operate and discharge from this facility arises under the
permit conditions, requirements, terms, and provisions included herein.
Town of East Bend
is hereby authorized to:
1. continue to operate an existing 0.010 MGD wastewater treatment facility with the following
components:
• extended aeration
• settling
• sludge holding
• UV disinfection
• backup chlorination and dechlorination
these facilities located at the East Bend Industrial Park, off Salem Trail, in East Bend, Yadkin County,
and
2. discharge from said treatment works via Outfall 001 into an unnamed tributary(UT) to the Yadkin
River [stream Index 12-(71)], a waterbody currently classified WS-IV within subbasin 03-07-02
[HUC: 03040101] of the Yadkin-Pee Dee River Basin.
Page 2 of 6

Permit NC0064726
PART I
A. (1.) EFFLUENT LIMITATIONS AND MONITORING REQUIREMENTS
[15A NCAC 02B .0400 et seq., 02B .0500 et seq.]; Grade II Biological WPCS [15A
NCAC 08G .0302]
During the period beginning on the effective date of this permit and lasting until expiration, the permittee
is authorized to discharge from Outfall 001. Such discharges shall be limited, monitored, and reported 1
by the Permittee as specified below:
EFFLUENT CHARACTERISTICS LIMITS MONITORING
REQUIREMENTS
Parameter Code Monthly Weekly Daily Measurement Sample Sample
Average Average Max Frequency Type Location2
Flow 50050 0.01 MGD Continuous Recordin I or E
g
BOD,5-day,20°C 3 C0310 30.0 mg/L 45.0 mg/L Weekly Grab I&E
Total Suspended Solids 3 C0530 30.0 mg/L 45.0 mg/L Weekly Grab I&E
NH3 as N(Apr 1 —Oct 31) C0610 3.5 mg/L 10.5 mg/L Weekly Grab E
NH3 as N(Nov 1 —Mar 31) C0610 12.0 mg/L 35.0 mg/L Weekly Grab E
Total Residual Chlorine 4,5 50060 28 µg/L 2/Week Grab E
Fecal Colifonn 200/100 ml 400/100m1 Weekly Grab E
(geometric mean) 31616
Dissolved Oxygen 00300 Daily Average>5.0 mg/L Weekly Grab E
Temperature(°C) 00010 Monitor&Report Weekly Grab E
pH 00400 >6.0 and<9.0 standard units Weekly Grab E
Oil and Grease 00556 30 mg/L 60 mg/L Weekly Grab E
Total Phosphorus C0665 Monitor&Report Quarterly Grab E
Total Nitrogen(NO2+NO3+TKN) C0600 Monitor&Report Quarterly Grab E
Dissolved Oxygen 00300 Monitor&Report Weekly Grab U,D
Temperature(°C) 00010 Monitor&Report Weekly Grab U,D
Footnotes:
1. The Permittee shall submit electronic discharge monitoring reports using NC DWR's eDMR
application system [See Condition A. (2.)].
2. I=influent;E=effluent. U:Upstream at least 100 feet from the outfall. D:Downstream at least
300 feet from outfall.
3. The monthly average effluent concentrations of BOD5 and Total Suspended Solids shall not exceed
15 percent of the respective monthly average influent value(i.e., 85%removal required).
4. TRC limit and monitoring required only if chlorine or chlorine derivative is added to the treatment system.
5. The Division shall consider compliant all effluent TRC values reported below 50 ug/l permit.
However,the Permittee shall continue to record and submit all values reported by a North-Carolina
certified test method(including field certified),even if these values fall below 50 ug/l.
Condition:
The Permittee shall discharge no floating solids or foam visible in other than trace amounts.
Page 3 of 6

Permit NC0064726
A. (2.) ELECTRONIC REPORTING OF DISCHARGE MONITORING REPORTS
[G.S. 143-215.1(b)]
Federal regulations require electronic submittal of all discharge monitoring reports (DMRs) and program
reports. The final NPDES Electronic Reporting Rule was adopted and became effective on December 21,
2015.
NOTE: This special condition supplements or supersedes the following sections within Part II of this
permit (Standard Conditions for NPDES Permits):
• Section B. (11.) Signatory Requirements
• Section D.(2.) Reporting
• Section D. (6.) Records Retention
• Reports
Monitoring
Section E. (5.)
1. Reporting Requirements [Supersedes Section D. (2.) and Section E. (5.) (a)1
The permittee shall report discharge monitoring data electronically using the NC DWR's Electronic
Discharge Monitoring Report(eDMR) internet application.
Monitoring results obtained during the previous month(s) shall be summarized for each month and
submitted electronically using eDMR. The eDMR system allows permitted facilities to enter
monitoring data and submit DMRs electronically using the internet. Until such time that the state's
eDMR application is compliant with EPA's Cross-Media Electronic Reporting Regulation
(CROMERR), permittees will be required to submit all discharge monitoring data to the state
electronically using eDMR and will be required to complete the eDMR submission by printing,
signing, and submitting one signed original and a copy of the computer printed eDMR to the
following address:
NC DEQ/Division of Water Resources/Water Quality Permitting Section
ATTENTION: Central Files
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
If a permittee is unable to use the eDMR system due to a demonstrated hardship or due to the facility
being physically located in an area where less than 10 percent of the households have broadband
access, then a temporary waiver from the NPDES electronic reporting requirements may be granted
and discharge monitoring data may be submitted on paper DMR forms (MR 1, 1.1, 2, 3) or alternative
forms approved by the Director. Duplicate signed copies shall be submitted to the mailing address
above. See"How to Request a Waiver from Electronic Reporting" section below.
Regardless of the submission method, the first DMR is due on the last day of the month following the
issuance of the permit or in the case of a new facility, on the last day of the month following the
commencement of discharge. Starting on December 21, 2025, the permittee must electronically report
the following compliance monitoring data and reports, when applicable:
• Sewer Overflow/Bypass Event Reports;
• Pretreatment Program Annual Reports; and Sewer Overflow/Bypass Event Reports;
• Pretreatment Program Annual Reports; and
Page 4 of 6

Permit NC0064726
• Clean Water Act (CWA) Section 316(b) Annual Reports.
The permittee may seek an electronic reporting waiver from the Division (see "How to Request a
Waiver from Electronic Reporting" section below).
2. Electronic Submissions
In accordance with 40 CFR 122.41(1)(9), the permittee must identify the initial recipient at the time of
each electronic submission. The permittee should use the EPA's website resources to identify the
initial recipient for the electronic submission.
Initial recipient of electronic NPDES information from NPDES-regulated facilities means the entity
(EPA or the state authorized by EPA to implement the NPDES program) that is the designated entity
for receiving electronic NPDES data [see 40 CFR 127.2(b)].
EPA plans to establish a website that will also link to the appropriate electronic reporting tool for
each type of electronic submission and for each state. Instructions on how to access and use the
appropriate electronic reporting tool will be available as well. Information on EPA's NPDES
Electronic Reporting Rule is found at: https://www.federalregister.gov/documents/2015/10/22/2015-
24954/national-pollutant-discharge-elimination-system-npdes-electronic-reporting-rule
Electronic submissions must start by the dates listed in the "Reporting Requirements" section above.
3. How to Request a Waiver from Electronic Reporting
The permittee may seek a temporary electronic reporting waiver from the Division. To obtain an
electronic reporting waiver, a permittee must first submit an electronic reporting waiver request to the
Division. Requests for temporary electronic reporting waivers must be submitted in writing to the
Division for written approval at least sixty(60) days prior to the date the facility would be required
under this permit to begin submitting monitoring data and reports. The duration of a temporary
waiver shall not exceed 5 years and shall thereupon expire. At such time, monitoring data and reports
shall be submitted electronically to the Division unless the permittee re-applies for and is granted a
new temporary electronic reporting waiver by the Division. Approved electronic reporting waivers
are not transferrable. Only permittees with an approved reporting waiver request may submit
monitoring data and reports on paper to the Division for the period that the approved reporting waiver
request is effective.
Information on eDMR and the application for a temporary electronic reporting waiver are found on
the following web page:
http://deq.nc.gov/about/divisions/water-resources/edmr
4. Signatory Requirements [Supplements Section B. (11.) (b) & Supersedes Section B. (11.) (d)1
All eDMRs submitted to the permit issuing authority shall be signed by a person described in Part II,
Section B. (11.)(a) or by a duly authorized representative of that person as described in Part II,
Section B. (11.)(b). A person, and not a position, must be delegated signatory authority for eDMR
reporting purposes.
Page 5 of 6

Permit NC0064726
For eDMR submissions, the person signing and submitting the DMR must obtain an eDMR user
account and login credentials to access the eDMR system. For more information on North Carolina's
eDMR system, registering for eDMR and obtaining an eDMR user account, please visit the following
web page:
http://deq.nc.gov/about/divisions/water-resources/edmr
Certification. Any person submitting an electronic DMR using the state's eDMR system shall make
the following certification [40 CFR 122.22]. NO OTHER STATEMENTS OF CERTIFICATION
WILL BE ACCEPTED:
"I certify, under penalty of law, that this document and all attachments were prepared under my
direction or supervision in accordance with a system designed to assure that qualified personnel
properly gather and evaluate the information submitted. Based on my inquiry of the person or
persons who manage the system, or those persons directly responsible for gathering the information,
the information submitted is, to the best of my knowledge and belief true, accurate, and complete. I
am aware that there are significant penalties for submitting false information, including the
possibility of fines and imprisonment for knowing violations."
5. Records Retention [Supplements Section D. (6.)1
The permittee shall retain records of all Discharge Monitoring Reports, including eDMR submissions.
These records or copies shall be maintained for a period of at least 3 years from the date of the report.
Thisperiod maybe extended byrequest of the Director at anytime [40 CFR 122.41 .
q ]
Page 6 of 6

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Town of East Bend Approximate
East Bend Industrial Park WWTP Facility
State Grid/USGS Quad: C16NE/East Bend HUC': 03040 I 0 I Location
Receiving Stream: UT to Yadkin River
Stream Class:WS-IV Lat.: 36°12'41" NPDES Permit NC0064726
Subbasin: 03-07-02 Long.: 80°29'40" North Yadkin County