First Amendment to Term Loan Agreement


 Exhibit 4.6 

EXECUTION VERSION 

TPC GROUP LLC 

FIRST AMENDMENT 

TO TERM LOAN AGREEMENT 

This FIRST AMENDMENT TO TERM LOAN AGREEMENT (this “First Amendment”) is dated as of June 4, 2010 and entered
into by and among TPC Group LLC, a Texas limited liability company (“Company”), the financial institutions listed on the signature pages hereof and executing this First Amendment (“Lenders”) and Deutsche Bank Trust
Company Americas, as administrative agent for Lenders (“Administrative Agent”) and is made with reference to that certain Term Loan Agreement dated as of June 27, 2006 (the “Credit Agreement”), by and among
Company, Lenders (as defined in the Credit Agreement) and Administrative Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement. 

RECITALS 

WHEREAS, Company and each Lender identified on the signature pages hereof desire to amend the Credit Agreement to allow Company to
change its fiscal year as provided herein; 
 WHEREAS, Company and Required Lenders desire to make certain other
amendments as set forth herein; 
 NOW, THEREFORE, in consideration of the premises and the agreements, provisions and
covenants herein contained, the parties hereto agree as follows: 
 Section 1. AMENDMENTS TO THE CREDIT AGREEMENT 

  

	1.1	Amendments to Article 1: Definitions and Accounting Terms 


A. Section 1.1 of the Credit Agreement is hereby amended by adding thereto the following definitions, which shall be
inserted in proper alphabetical order: 
 “First Amendment” means the First Amendment to Term Loan Agreement,
dated as of June 4, 2010 among Company, the Lenders party thereto, and the Administrative Agent. 
 “First
Amendment Effective Date” has the meaning provided in the First Amendment. 
 “Holdings” means TPC
Group Inc., a Delaware corporation. 
 B. Section 1.1 of the Credit Agreement is hereby further amended by
deleting each of the definitions of “Control Group”, “Fiscal Year” and “Revolving Credit Facility” therefrom in their entirety and substituting the following therefor: 

“Control Group” means Castlerigg Master Investments Ltd., QVT Financial LP, Ramius LLC and One East Partners Master LP.







 “Fiscal Year” means an accounting period that begins
July 1st and ends
June 30th; provided that, after any election
by Company in accordance with Section 8.11, “Fiscal Year” shall mean (a) initially, the accounting period that begins on July 1, 2010 and ends on December 31, 2010 and (b) thereafter, the accounting period
that begins on January 1st and ends on December 31st of each year. 
 “Revolving Credit Facility”
means the Amended and Restated Revolving Credit Agreement dated as of April 29, 2010 by and among Company, certain of its Subsidiaries, DB, as administrative agent, DB and Wells Fargo Capital Finance, LLC as co-collateral agents, and the
lenders from time to time party thereto, as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof. 

C. The Credit Agreement is hereby further amended by making the following amendments: 

i. The term “Holdings GP” and the term “Holdings LP” are hereby deleted and all references thereto in the Credit
Agreement and the other Loan Documents are hereby deemed to be references to the term “Holdings”. 
  

	1.2	Amendments to Article 4: Reduction of Commitments; Payments and Prepayments 


A. Mandatory Prepayments. Section 4.3(c) of the Credit Agreement is hereby amended by deleting the language “Fiscal Year
of Company” and replacing it with the language “calendar year” therein. 
  

	1.3	Amendments to Article 6: Representations and Warranties 


A. Environmental Matters. Section 6.19 of the Credit Agreement is hereby amended by inserting the language “and
except as set forth in Schedule 6.19 hereto” at the end of clauses (b) and (c) thereof. 
  

	1.4	Amendments to Article 7: Affirmative Covenants 


A. Financial Statements. Section 7.1(b) of the Credit Agreement is hereby amended by inserting the following text at
the end of such section: 
 “For the avoidance of doubt, if Company chooses to change its Fiscal Year as provided in
Section 8.11, no more than 12 months shall pass between the dates on which audited financial statements are due pursuant to this Section 7.1(b).” 

 

	1.5	Amendments to Article 8: Negative Covenants 


A. Indebtedness and Disqualified Stock. Section 8.2(m) of the Credit Agreement is hereby amended by replacing the
reference to “Section 4.3(e)” with “Section 4.3(b)”. 
 B. Fundamental Changes.
Section 8.3 of the Credit Agreement is hereby amended by deleting the last sentence thereof. 
  

 2 







 C. Asset Sales. Section 8.4(a) is hereby amended by deleting the
language “Fiscal Year of the Company” and replacing it with the language “calendar year” in clause (ii) of the proviso thereof. 

D. Restricted Payments. Section 8.5 of the Credit Agreement is hereby amended as follows: 

(i) Section 8.5(a) of the Credit Agreement is hereby amended by deleting the language “Fiscal Year” and replacing
it with the language “calendar year” in the proviso thereof. 
 (ii) Section 8.5(e) of the Credit
Agreement is hereby amended by deleting the language “Fiscal Year” in such clause and replacing it with the language “calendar year”. 

E. Loan Investments and Acquisitions. Section 8.7(j) of the Credit Agreement is hereby amended by deleting the text
“$50,000,000” and replacing it with the text “$5,000,000” therein. 
 F. Fiscal Year.
Section 8.11 of the Credit Agreement is hereby amended by deleting it and inserting the following text therefor: 

“8.11 Fiscal Year. Company will not, and will not permit any of its Subsidiaries to, change their
Fiscal Year; provided, that, at any time on or after July 1, 2010 and on or prior to December 31, 2010, Company may, in which case Company will also require each Subsidiary to, permanently change its Fiscal Year to an
accounting period that begins on January 1st (or
July 1st in the case of the initial Fiscal Year in
which such change occurs) and ends on
December 31st.” 

 

	1.6	Amendments to Article 12: Miscellaneous 


A. Costs and Expenses; Indemnification. Section 12.4(a) of the Credit Agreement is hereby amended by deleting the
language “Winston & Strawn LLP” and replacing it with the language “White & Case LLP” therein. 

B. Consent to Jurisdiction; Mutual Waiver of Jury Trial. Section 12.9 of the Credit Agreement is hereby amended by
replacing the language “NON-EXCLUSIVE” with the language “EXCLUSIVE” therein. 
  

	1.7	Amendments to Schedules 


A. Updated Schedules. Schedules 6.11(c), 6.14, and 7.8 of the Credit Agreement are hereby replaced in their entirety with
Schedules 6.11(c), 6.14, and 7.8 attached hereto. 
 B. New Schedule. Schedule 6.19 attached hereto is hereby added as
Schedule 6.19 to the Credit Agreement. 
 Section 2. CONDITIONS TO EFFECTIVENESS 

Section 1 of this First Amendment shall become effective only upon the satisfaction of all of the following conditions precedent
(the date of satisfaction of such conditions being referred to herein as the “First Amendment Effective Date”): 

A. Secretary’s Certificates. On or before the First Amendment Effective Date, each Credit Party shall deliver to Lenders (or
to Administrative Agent for Lenders) the following, each, unless otherwise noted, dated the First Amendment Effective Date: 
  

 3 







 1. A good standing certificate from the Secretary of State of its jurisdiction of
organization, each dated a recent date prior to the First Amendment Effective Date; 
 2. Copies of its Organizational
Documents, certified as of the First Amendment Effective Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; 

3. Resolutions of its Board of Directors approving and authorizing the execution, delivery, and performance of this First Amendment,
certified as of the First Amendment Effective Date by its corporate secretary or an assistant secretary as being in full force and effect without modification or amendment; and 

4. Signature and incumbency certificates of its officers executing this First Amendment. 

B. Amendment. Company, Administrative Agent and the Required Lenders shall have signed a counterpart hereof (whether the same or
different counterparts) and Company and the Required Lenders shall have delivered (including by way of facsimile (or other electronic) transmission) their signed counterparts to the Administrative Agent. 

C. Amendment Fee. On or prior to the First Amendment Effective Date, Company shall have paid to Administrative Agent for the
ratable benefit of each Lender that shall have executed this First Amendment on or prior to 12:00 p.m. New York City time on June 1, 2010, the amendment fee of 0.05% of the sum of the outstanding aggregate principal amount of such Lenders’
Term B Loans, as of the First Amendment Effective Date. 
 D. Other Fees and Expenses. Company shall have paid all
invoiced costs, fees, expenses and other amounts due and payable pursuant to the Loan Documents and any other fee due and payable to Administrative Agent and any Lender as may be separately agreed by Company and such Lender in connection with this
First Amendment, including, to the extent invoiced, reimbursement or payment of reasonable out-of-pocket expenses in connection with this First Amendment and the transactions contemplated hereby and any other reasonable out-of-pocket expenses of
Administrative Agent required to be paid or reimbursed pursuant to the Credit Agreement, including the reasonable costs, fees, expenses, charges and disbursements of counsel for Administrative Agent. 

E. No Material Adverse Change. Since June 30, 2009, no event, change, occurrence, circumstance or condition, either
individually or in the aggregate, has had, or could reasonably be expected to have a Material Adverse Effect. 

Section 3. CREDIT PARTY REPRESENTATIONS AND WARRANTIES 

In order to induce Lenders to enter into this First Amendment and to amend the Credit Agreement in the manner provided herein, each
Credit Party represents and warrants to each Lender that the following statements are true, correct and complete: 
 A.
Corporate Power and Authority. Each Credit Party has all requisite corporate power and authority to enter into this First Amendment and to carry out the transactions contemplated by and perform its obligations under, the Credit Agreement as
amended by this First Amendment, (the “Amended Agreement”). 
  

 4 







 B. Authorization of Agreements. The execution and delivery of this First Amendment
has been duly authorized by all necessary corporate action on the part of each Credit Party thereto. 
 C. No Conflict.
The execution and delivery of this First Amendment by each Credit Party and the performance by each Credit Party of this First Amendment do not and will not (i) violate any provision of any law or any governmental rule or regulation applicable
to Company or any of its Subsidiaries, the Organizational Documents of Company or any of its Subsidiaries or any order, judgment or decree of any court or other agency of government binding on Company or any of its Subsidiaries, (ii) conflict
with, result in a breach of or constitute (with due notice or lapse of time or both) a default under any Contractual Obligation of Company or any of its Subsidiaries, (iii) result in or require the creation or imposition of any Lien upon any of
the properties or assets of Company or any of its Subsidiaries (other than Liens created under any of the Loan Documents), or (iv) require any approval of stockholders or any approval or consent of any Person under any Contractual Obligation of
Company or any of its Subsidiaries, except for such approvals or consents, if any, which have been obtained on or before the First Amendment Effective Date and disclosed in writing to Lenders. 

D. Governmental Consents. The execution and delivery of this First Amendment by each Credit Party and the performance of this
First Amendment by each Credit Party do not and will not require any registration with, consent or approval of, or notice to, or other action to, with or by, any federal, state or other governmental authority or regulatory body, except for
(i) such approvals or consents, if any, which have been obtained on or before the First Amendment Effective Date and disclosed in writing to Lenders, (ii) filings and recordings in connection with the Security Documents and
(iii) those required under applicable securities laws. 
 E. Binding Obligation. this First Amendment has been duly
executed and delivered by each Credit Party and is the legally valid and binding obligations of each Credit Party, enforceable against such Credit Party in accordance with its terms, except as may be limited by bankruptcy, insolvency,
reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability. 

F. Incorporation of Representations and Warranties From Credit Agreement. The representations and warranties contained in Article
6 of the Credit Agreement are and will be true, correct and complete in all material respects on and as of the First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and
warranties specifically relate to an earlier date, in which case they were true, correct and complete in all material respects on and as of such earlier date. 

G. Absence of Default. No event has occurred and is continuing or will result from the consummation of the transactions
contemplated by this First Amendment that would constitute an Unmatured Event of Default or an Event of Default. 
  

 5 







 Section 4. ACKNOWLEDGMENT AND CONSENT 

Each Subsidiary Guarantor listed on the signature pages hereof has read this First Amendment and consents to the terms hereof and hereby
acknowledges and agrees that any Subsidiary Guaranty and Security Document to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable, except as
enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally and by equitable principles relating to enforceability, and shall not be impaired or limited
by the execution or effectiveness of this First Amendment. As of the date hereof, each Subsidiary Guarantor hereby acknowledges, confirms and agrees to its obligations under the Subsidiary Guaranty executed by it, all without offset, defense or
counterclaim of any kind, nature or description whatsoever. Company and each Subsidiary Guarantor hereby acknowledges, confirms and agrees that the Collateral Agent, on behalf of the Secured Creditors, has and shall continue to have valid,
enforceable and perfected liens upon and security interests in the Collateral heretofore granted to Collateral Agent pursuant to the Loan Documents or otherwise granted to or held by Collateral Agent. Each Subsidiary Guarantor represents and
warrants that all representations and warranties contained in this First Amendment and each Subsidiary Guaranty and Security Document to which it is a party or otherwise bound are true, correct and complete in all material respects on and as of the
First Amendment Effective Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case they were true, correct and complete in all
material respects on and as of such earlier date. 
 Each Subsidiary Guarantor acknowledges and agrees that
(i) notwithstanding the conditions to effectiveness set forth in this First Amendment, such Subsidiary Guarantor is not required by the terms of the Credit Agreement or any other Loan Document to consent to the amendments to the Credit
Agreement effected pursuant to this First Amendment and (ii) nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to require the consent of such Subsidiary Guarantor to any future amendments to the Credit
Agreement as amended hereby. 
 Section 5. MISCELLANEOUS 

A. Reference to and Effect on the Credit Agreement and the Other Loan Documents. 

(i) On and after the First Amendment Effective Date, each reference in the Credit Agreement to “this Agreement”,
“hereunder”, “hereof”, “herein” or words of like import referring to the Credit Agreement, and each reference in the other Loan Documents to the “Credit Agreement”, “thereunder”, “thereof”
or words of like import referring to the Credit Agreement shall mean and be a reference to the Amended Agreement. 

(ii) Except as specifically amended by this First Amendment, the Credit Agreement and the other Loan Documents shall
remain in full force and effect and are hereby ratified and confirmed. 
 (iii) The execution, delivery and
performance of this First Amendment shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of Administrative Agent or any Lender under, the Credit Agreement or
any of the other Loan Documents. 
  

 6 







 B. Fees and Expenses. Company acknowledges that all reasonable costs, fees and
expenses as described in Section 12.4 of the Credit Agreement and Section 2(E) hereof incurred by Administrative Agent and its counsel with respect to this First Amendment and the documents and transactions contemplated hereby shall
be for the account of Company. 
 C. Headings. Section and subsection headings in this First Amendment are
included herein for convenience of reference only and shall not constitute a part of this First Amendment for any other purpose or be given any substantive effect. 

D. Applicable Law. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND SHALL BE
CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK (INCLUDING WITHOUT LIMITATION SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK), WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES.

 E. Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in
separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple separate counterparts
and attached to a single counterpart so that all signature pages are physically attached to the same document. Any party delivering an executed counterpart of this First Amendment by telefacsimile or electronic mail also shall deliver an original
executed counterpart of this First Amendment but the failure to deliver an original executed counterpart shall not affect the validity, enforceability, and binding effect of this First Amendment. 

[Remainder of page intentionally left blank] 
  

 7 







 IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be duly
executed and delivered by their respective officers thereunto duly authorized as of the date first written above. 
  

			
	TPC GROUP LLC
		
	By:	 	     /s/ Charles W. Shaver

	Name:	 	     Charles W. Shaver

	Title:	 	     President & CEO

	
	DEUTSCHE BANK TRUST COMPANY AMERICAS, in its individual capacity as a Lender and as Administrative Agent
		
	By:	 	     /s/ Omayra Laucella

	Name:	 	     Omayra Laucella

	Title:	 	     Vice President

		
	By:	 	     /s/ Paul O’Leary

	Name:	 	     Paul O’Leary

	Title:	 	     Director




-Signature Page- 

First Amendment to Term Loan 

Agreement 






 SIGNATURE PAGE TO THE FIRST AMENDMENT (the “First Amendment”), DATED AS OF THE DATE FIRST
WRITTEN ABOVE, TO THE TERM LOAN AGREEMENT (the “Credit Agreement”), DATED AS OF JUNE 27, 2006, AMONG TPC GROUP LLC (AS SUCCESSOR TO TEXAS PETROCHEMICALS, L.P.), DEUTSCHE BANK TRUST COMPANY AMERICAS, AS ADMINISTRATIVE AGENT AND
VARIOUS LENDERS PARTY THERETO 
 By executing this signature page as an existing Lender (a “Consenting Lender”), the
undersigned institution agrees to the terms of the First Amendment and the Credit Agreement (as amended by the First Amendment). 
  

			
	NAME OF LENDER:	 	 [various]



			
	
	Executing as a CONSENTING LENDER: 
		
	 By:
	 	 /s/ [various]

		 	Name:
		 	Title:
	
	For any Lender requiring a second signature line:
		
	 By:
	 	 /s/ [various]

		 	Name:
		 	Title:

 -Signature Page- 

First Amendment to Term Loan 

Agreement 







			
	TEXAS BUTYLENE CHEMICAL CORPORATION, as Subsidiary Guarantor
		
	By:	 	     /s/ Charles W. Shaver

	Name:	 	     Charles W. Shaver

	Title:	 	     President & CEO

	
	TP CAPITAL CORP., as Subsidiary Guarantor
		
	By:	 	     /s/ Charles W. Shaver

	Name:	 	     Charles W. Shaver

	Title:	 	     President & CEO

	
	TEXAS OLEFINS DOMESTIC-INTERNATIONAL SALES CORPORATION, as Subsidiary Guarantor
		
	By:	 	     /s/ Charles W. Shaver

	Name:	 	     Charles W. Shaver

	Title:	 	     President & CEO

	
	PORT NECHES FUELS, LLC, as Subsidiary Guarantor
		
	By:	 	     /s/ Charles W. Shaver

	Name:	 	     Charles W. Shaver

	Title:	 	     President & CEO




-Signature Page- 

First Amendment to Term Loan 

Agreement 






 Schedule 6.11(c) 

Owned or Leased Real Property 
  

									
	 	  	 Property Address
	  	 Owner/Lessee
	  	 Type of Interest
	  	 Subject to
Mortgage?

	1.	  	Louisiana, Calcasieu Parish, Louisiana, 3524 City Service Highway, Westlake	  	Fred & Juanita Vincent/ Texas Butylene Chemical Corporation	  	Lease	  	No
	2.	  	Texas, Harris County, 8600 Park Place Blvd., Houston	  	TPC Group LLC	  	Fee Title	  	Yes
	3.	  	Texas, Harris County, 4601 Baker Road, Baytown	  	TPC Group LLC	  	Fee Title	  	Yes
	4.	  	Texas, Harris County, 5151 San Felipe, Suite 800, Houston	  	 Sage Plaza One LTD/
 TPC Group
LLC
	  	Lease	  	No
	5.	  	Texas, Harris, Parking Lot adjacent to TPC Houston plant	  	 John Franze/
 TPC Group LLC

	  	Lease	  	No
	6.	  	Texas, Jefferson; C4 Plant Site in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes
	7.	  	Texas, Jefferson; Isoprene Unit Site in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes
	8.	  	Texas, Jefferson; Wedge Tract in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes
	9.	  	Texas, Jefferson; Flare Site in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes
	10.	  	Texas, Jefferson; Loading Rack Site in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes
	11.	  	Texas, Jefferson; Joint Wastewater Treatment Plant in Port Neches	  	 Huntsman Petrochemical Corporation/

TPC Group LLC
	  	16.01% undivided interest, in a tenancy in common with Huntsman Petrochemical Corporation	  	Yes
	12.	  	Texas, Jefferson; Land Farm Site in Port Neches	  	 Huntsman Petrochemical Corporation/

TPC Group LLC
	  	16.01% undivided interest, in a tenancy in common with Huntsman Petrochemical Corporation	  	Yes
	13.	  	Texas, Jefferson; Dock Site in Port Neches	  	 Huntsman Petrochemical Corporation/

TPC Group LLC
	  	50% undivided interest, in a tenancy in common with Huntsman Petrochemical Corporation	  	Yes
	14.	  	Texas, Jefferson; River Pump House Site in Port Neches	  	TPC Group LLC	  	Fee Title	  	Yes







 Schedule 6.14 

Capitalization of Company 
  

			
	 Owner
	  	 Type and Percentage of Interest

	TPC Group Inc.	  	100% membership interest







 Schedule 6.19 

Environmental Matters 

In January 2009, the Company signed an Agreed Corrective Action Order (“ACAO”) with the Texas Commission on Environmental Quality
(“TCEQ”) related to the Houston facility. The ACAO was approved by the TCEQ Commissioners in April 2009 following a public agenda hearing. The ACAO obligates the Company to undertake a five-year $20 million incremental spending program on
projects designed to enhance environmental performance that would not normally have been done as part of routine maintenance at the Houston facility. The Company expects to implement the required measures and incur the incremental spending through a
combination of (a) increases in annual maintenance and capital expenditures throughout the five-year period and (b) additional expenditures in connection with regularly scheduled turnarounds (typically occurring every three to four years).







 Schedule 7.8 

Insurance 
  

							
	TPC GROUP	  	 	  	 	  	 
	Executive Summary of	  	 	  	 	  	 
	Insurance	  	 	  	 	  	 
	For 2009-2010  
	  	 	  	 	  	 
	PROPERTY SUMMARY	  	  	  	  	  	  
				
	 Property & Business Interruption
	  	 Policy Numbers
(Various U.S. and European Companies)
	  	 Program Limits
	  	 Deductible

				
	 Lockton - Manuscript 

Participants:
	  	LME4613	  	 $400,000,000
	  	$250,000 - Property Damage except:
	 Underwriting Risk Services, Ltd.

Torus Insurance UK Ltd.
	  	 B0702JA010150Y
 B0702JA010150Y

	  	 Sublimits:

$150,000,000 Earth Movement
	  	$2,500,000 - Locations in Houston and Port Neches, TX
	 Lloyd’s Syn. No. 1084

Lloyd’s Syn. No. 1274
 Lloyd’s
Syn. No. 2987
	  	B0702JA010150Y
B0702JA010150Y
B0702JA010150Y	  	 $150,000,000 Flood - but not to exceed $10,000,000 for property not scheduled
	  	
	 Lloyd’s Syn. No. 609

Lloyd’s Syn. No. 958
 FM
Global
 Lloyd’s Syn. No. 2003
	  	B0702JA010150Y
B0702JA010150Y
LG6S3
B0702JA010151Y	  	 $400,000,000 - Wind & Flood but not to exceed $150,000,000 for Flood as part of and not in addition to Flood Limits of Liab
of this Policy.
	  	
	ACE American	  	EPRN0507017A	  		  	
	Lexington Ins. Co.	  	19946022	  	 Time Limits:
	  	
	 Partners Re
 Infrassure Ltd.

	  	B0702JA010260Y
B0702JA010121Y	  	 90 Day Period but not to exceed $50,000,000 - Automatic Coverage
	  	








							
	 Munich Re

National Union Fire Co. of Pittsburgh
	  	BO702JA010120Y
2638223	  	 90 Day Period - Extended Period of Liability

90 Day Period - Ordinary Payroll

30 Day Period but not to exceed $10,000,000 - Ingress / Egress

180 Day Period but not to exceed the lesser of a $5,000,000 limit or 200% of Normal Cost - Logistics Extra Cost

	  	
				
	 Lexington Insurance Co.
	  	2638224	  	 Based on Values: $1,337,860,563
	  	$2,500,000 Property Damage
		  		  	 Limits: $50,000,000
	  	30 Days Business Interruption

  

							
	TPC GROUP	  	 	  	 	  	 
	Executive Summary of	  	 	  	 	  	 
	For 2009-2010  
	  	 	  	 	  	 
	LIABILITY SUMMARY	  	  	  	  	  	  


								
				
	 Coverage
	  	 Policy Data
	  	Limits	  	 Remarks

	 General

Liability
	  	 Not Carried
	  	None	  	 Self-Insured

				
	Umbrella Excess Liability	  	Lexington Ins. Co.	  	$	25,000,000	  	Excess of primary limits
		  	Thru Southern Risk Specialists (AIG)	  	$	25,000,000	  	Annual Aggregate / Products / Comp. Oper.
		  	Policy No.
005629932	  	$	25,000,000	  	Annual Aggregate
		  	08-01-09 - 08-01-10	  	$	2,000,000	  	Self-Insured Retention CGL
		  		  	$	1,000,000	  	Self-Insured Retentino - All Other








								
	Follow Form Excess
Liability	  	 Lexington Ins. C. (London)

Thru R.K. Harrison
 Policy No. 2213972

08-01-09 - 08-01-10
	  	$
 $
	50,000,000
 50,000,000
	  	 Each occurrence
 Annual
Aggregate
  
 As Applicable

Excess of $25,000,000

				
	Follow Form Excess
Liability	  	 AWAC (Bermuda)
 Thru R.K.
Harrison
 Policy No. C008006/003

08-01-09 - 08-01-10
	  	$
 $
	25,000,000
 25,000,000
	  	 Each occurrence
 Annual
Aggregate
 As Applicable
  

Excess of $75,000,000

				
	Commercial Automobile Liability - Domestic (Includes All Owned, Non-Owned and Hired Vehicles)	  	 Zurich American Ins. Co.

Policy No. BAP 6549092-00
 08-01-09 - 08-01-10

	  	$	1,000,000	  	 Each Occurrence Combined

Single Limit BI & PD

	  	  	  
 $
	  
 1,000,000
	  	  
 Uninsured/Underinsured
Motorist Coverage

	  	  	$	2,500	  	 Personal Injury Protection Coverage

	  	  	$	1,000	  	 Collision Deductible - vehicles 2001 & newer

	  	  	$	1,000	  	 Comprehensive Deductible - vehicles 2001 & newer

				
	Worker’s Compensation & Employers Liability	  	 Zurich American Ins. Co.

Policy No. WC 6549093-00
 08-01-09 - 08-01-10

	  	$	1,000,000	  	Employers’ Lia - BI by Accident ea. accident
	  	  	$	1,000,000	  	Employers’ Lia - BI by Disease - policy limit
	  	  	  
 $
	  
 1,000,000
	  	  
 Employers’ Lia. - BI by Disease - ea.
Employee

	  	  	$	1,000,000	  	Each accident
				
	Marine Terminal Operators Legal Liability	  	 ACE Commercial Marine
 Policy
No. N04927886
 08-01-09 - 08-01-10
	  	$
 $

 
  
 $

$
	1,000,000
 1,000,000

 
  

25,000
 100,000

	  	 Any One Accident or Occur. CSL

Any One Accident or Occur. - Pollution
  

Deductible Per Accident
 Deductible Per Accident
as respects Pollution Claims









								
	Underground Storage Tank Liability	  	 (Commerce & Industry Ins. Co.) (AIG)

Policy No. 001926834
 08-01-09 -
08-01-10
	  	$	1,000,000	  	 Each Occurrence

	  	  	  
 $
	  
 1,000,000
	  	  

Aggregate

	  	  	  
 $
	  
 25,000
	  	  

Deductible

				
	Pollution and Remediation Legal Liability	  	 Indian Harbor Ins. Co.

Thru XL Insurance
 Policy No.
PEC001015603
 08-01-08 - 08-01-10
	  	$	25,000,000	  	 Each loss, Remediation Expense or Legal Defense Expense

	  	  	$	25,000,000	  	 Total for all Loss, Remediation Expense

	  	  	$	1,000,000	  	 Self-Insured Retention - Each Loss

	  	  	$	10,000,000	  	 Remediation Expense or Legal Defense - Non-Owned Disposal Sites

	  	  	$	10,000,000	  	 Pipelines

				
	Ocean Marine Open Cargo Policy	  	 Ascot Underwriting, Inc. and

Underwriters at Lloyd’s
 Thru Southern
Marine & Aviation
 Joint Policy No. SM4-1398
	  	$	20,000,000	  	 Any one vessel, connecting

		  		  	  
	             Annual Deposit
Premium

		  		  	$	2,500,000	  	 Goods in storage at 8600 Park Place Blvd., Houston, TX

		  		  	$	500,000	  	 Goods in storage at 4606 Baker Road, Baytown, TX

		  		  	$	250,000	  	 Goods in storage at 3524 Cities Service Terminal, Westlake, LA

		  		  	$	250,000	  	 Goods in storage at any one unnamed location

		  		  	 	NIL	  	 While Carried on Deck and Subject to an on deck bill of

		  		  			  	 lading on any one vessel (part of overall limit per vessel)

		  		  	 	NIL	  	 Any one aircraft or connecting conveyance

		  		  	 	NIL	  	 In respect of any one package shipped by mail

		  		  	 	NIL	  	 By any one land conveyance

				
		  		  			  	 Deductible Average:

		  		  			  	 8600 Park Place Blvd. - $25,000

		  		  			  	 All other locations - $10,000