AMENDMENT TO TRANSITIONAL
OPERATING AGREEMENT
This
Amendment to Transitional Operating Agreement (the
“Amendment”) is made and entered into effective as of
March 5, 2009, by and between CENAC TOWING CO., L.L.C.
(successor by way of merger to Cenac Towing Co., Inc.),
(hereinafter referred to as “Cenac Towing”); CENAC
OFFSHORE, L.L.C., a Louisiana limited liability company
(“Cenac Offshore”); CTCO BENEFITS SERVICES,
L.L.C., a Louisiana limited liability company
(“CTCO”) (collectively, the “Cenac
Companies”); MR. ARLEN B. CENAC, JR., a resident of
Houma, Louisiana and the owner of all of the Membership and equity
interests in the Cenac Companies, (the “Stockholder”);
and together with the Cenac Companies, (the
“Operators”); and TEPPCO MARINE SERVICES, LLC, a
Delaware limited liability company, (the
“Owner”).
WHEREAS,
the Owner and the
Operators, other than CTCO, entered into a Transitional Operating
Agreement (the “Transitional Operating Agreement”) on
February 1, 2008 under which the Operators agreed to provide
certain services relating to marine vessels and related property
all as more particularly described in that Transitional Operating
Agreement;
WHEREAS,
the Owner and the
Operators, including CTCO, desire to amend the Transitional
Operating Agreement to make CTCO a party thereto as one of the
Operators and as one of the Cenac Companies.
NOW
THEREFORE, in consideration of the
premises and the mutual benefits to be derived by each party
hereto, the parties hereto agree as follows:
1. The term
“Cenac Companies” as defined in the Transitional
Operating Agreement is hereby amende
