Exhibit



Exhibit 10.2


Execution Version





Third Amendment and Restatement  
of Schedules to Third Amended and Restated Omnibus Agreement
A Third Amended and Restated Omnibus Agreement was executed as of March 31, 2015 (as amended to date, supplemented or modified to date, the “Amended and Restated Omnibus Agreement”), among Delek US Energy, Inc. (f/k/a Delek US Holdings, Inc.), a Delaware corporation, on behalf of itself and the other Delek Entities (as defined therein), Delek Refining, Lion Oil, the Partnership, Paline, SALA, Magnolia, El Dorado, Crude Logistics, Marketing-Big Sandy, DMSLP, DKL Transportation, LLC, OpCo, Delek US Holdings, Inc. (f/k/a Delek Holdco, Inc.), a Delaware corporation, Alon USA Partners, LP, a Delaware limited partnership, Alon USA GP II, LLC, a Delaware limited liability company, Alon USA Delaware, LLC, a Delaware limited liability company, Alon USA Refining, LLC, a Delaware limited liability company, Alon USA, LP, a Texas limited partnership, Alon Paramount Holdings, Inc., a Delaware corporation, DKL Big Spring, LLC, a Delaware limited liability company, DKL Permian Gathering, LLC, a Texas limited liability company, and the General Partner. Capitalized terms not otherwise defined in this document shall have the terms set forth in the Amended and Restated Omnibus Agreement. 
The Parties agree that the Schedules are hereby amended and restated in their entirety effective as of May 15, 2020 to be as attached hereto. Pursuant to Section 9.12 of the Amended and Restated Omnibus Agreement, such amended and restated Schedules shall replace the prior Schedules as of the date hereof and shall be incorporated by reference into the Amended and Restated Omnibus Agreement for all purposes.


    
[Signature Pages Follow]


    










Executed as of May 15, 2020.
DELEK US HOLDINGS, INC.  
 
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


Executed as of May 15, 2020.
DELEK US ENERGY, INC. 
 
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


Executed as of May 15, 2020.
DELEK REFINING, LTD. 
By: DELEK U.S. REFINING GP, LLC,  
     its general partner 
 
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 


[Signature Page to Amendment and Restatement 
of Schedules to Third Amended and Restated Omnibus Agreement]





Counsel
Executed as of May15, 2020.
LION OIL COMPANY 
 
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel




Executed as of May 15, 2020.
DELEK LOGISTICS PARTNERS, LP 
 
By:    Delek Logistics GP, LLC, 
    its general partner 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer


Executed as of May 15, 2020.
PALINE PIPELINE COMPANY, LLC  
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer


 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]





 


Executed as of May15, 2020.
SALA GATHERING SYSTEMS, LLC 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer
 
Executed as of May 15, 2020.
MAGNOLIA PIPELINE COMPANY, LLC 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer


Executed as of May 15, 2020.
EL DORADO PIPELINE COMPANY, LLC 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer


Executed as of May 15, 2020.
DELEK CRUDE LOGISTICS, LLC 
 
By: /s/ Odely Sakazi     



 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]





Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer




Executed as of May 15, 2020.
DELEK MARKETING-BIG SANDY, LLC 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer




Executed as of May 15, 2020.
DELEK MARKETING & SUPPLY, LP 
 
By:    Delek Marketing GP, LLC, 
    its general partner 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer






Executed as of May 15, 2020.


 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]





ALON USA PARTNERS, LP


By:    Alon USA Partners GP, LLC
its general partner
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


Executed as of May 15, 2020.
ALON USA GP II, LLC
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


Executed as of May 15, 2020.
ALON USA DELAWARE, LLC
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]





Executed as of May 15, 2020.
ALON USA REFINING, LLC
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel


Executed as of May 15, 2020.
ALON USA, LP


By:    Alon USA GP II, LLC
its general partner
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel




Executed as of May 15, 2020.
DKL TRANSPORTATION, LLC 
 

By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 


 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]





Operating Officer
Executed as of May 15, 2020.
DELEK LOGISTICS OPERATING, LLC 
 

By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer




Executed as of May 15, 2020.
DELEK LOGISTICS GP, LLC 
 

By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer




Executed as of May 15, 2020.
DKL BIG SPRING, LLC 

 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer


 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]









Executed as of May 15, 2020.
ALON PARAMOUNT HOLDINGS, INC. 
 
By:  /s/ Frederec Green     
Name: Frederec Green 
Title:   Executive Vice President, Corporate 
Development




By: /s/ Abby Yates     
Name: Abby Yates     
Title:   Executive Vice President and General 
Counsel






Executed as of May 15, 2020.
DKL PERMIAN GATHERING, LLC 
 
By: /s/ Odely Sakazi     
Name: Odely Sakazi 
Title:   Senior Vice President




By: /s/ Avigal Soreq     
Name: Avigal Soreq 
Title:   Executive Vice President and Chief 
Operating Officer






 [Signature Page to Third Amendment and Restatement
of Schedules to Third Amended and Restated Omnibus Agreement]








Schedule I 
Pending Environmental Litigation
For Initial Transaction Agreement listed on Schedule IX
		
	(1)
	McMurrian v. Lion Oil Company, Circuit Court of Union County, Arkansas, Case No. CIV-2001-213.


For Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX
		
	(1)
	Consent Decree entered in United States v. Tyler Holding Company, Inc. and Delek Refining, Ltd., case no. 6:09-cv-319 (Eastern District of Texas).


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to July 26, 2013.


For El Dorado Terminal and Tankage Transaction Agreement listed on Schedule IX
		
	(1)
	Consent Decree entered in United States and State of Arkansas v. Lion Oil Company, Civ. No. 03-1028 (Western District of Arkansas).


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to February 10, 2014.


		
	(3)
	Any matters described in either (a) the report of E.Vironment prepared for Delek US dated March 29, 2011 or (b) the draft report of Environmental Resources Management prepared for the Partnership dated February 7, 2014.


For Tyler Tankage Agreement listed on Schedule IX
		
	(1)
	Consent Decree entered in United States v. Tyler Holding Company, Inc. and Delek Refining, Ltd., case no. 6:09-cv-319 (Eastern District of Texas).


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to March 31, 2015.


For El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX
		
	(1)
	Consent Decree entered in United States and State of Arkansas v. Lion Oil Company, Civ. No. 03-1028 (Western District of Arkansas). 


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to March 31, 2015.











		
	(3)
	Any matters described in either (a) the report of E.Vironment prepared for Delek US dated March 29, 2011 or (b) the draft report of Environmental Resources Management prepared for the Partnership dated February 7, 2014.


For Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX


		
	(1)
	None.


For Permian Gathering System Assets Transaction Agreement listed on Schedule IX


		
	(1)
	None.


For Trucking Operations Transaction Agreement listed on Schedule IX


		
	(1)
	None.













Schedule II 
Environmental Matters
For Initial Transaction Agreement listed on Schedule IX
		
	(1)
	Subsurface plume at Big Sandy terminal.


		
	(2)
	The following matters are deemed to have occurred or existed before the applicable Closing Date:


		
	a)
	the release of crude oil initially detected on March 9, 2013 within a pumping facility at Delek Logistics’ Magnolia Station located west of the El Dorado refinery (the “Magnolia Release”); and


		
	b)
	the release of crude oil initially identified on October 7, 2013, from the Delek Logistics gathering line near Macedonia, Arkansas (the “Macedonia Release”).  


Notwithstanding anything in this Agreement to the contrary, the Parties hereby acknowledge and agree that any Losses suffered or incurred by the Partnership Group, directly or indirectly, or as a result of any claim by a third party, by reason of or arising out of the Magnolia Release or the Macedonia Release, in each case whether such Loss is suffered or incurred before or after the applicable Closing Date, shall be Covered Environmental Losses.
For Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX
		
	(1)
	A consent decree was entered in United States v. Tyler Holding Company, Inc. and Delek Refining, Ltd., case no. 6:09-cv-319 (Eastern District of Texas).


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to July 26, 2013.


For El Dorado Terminal and Tankage Transaction Agreement listed on Schedule IX
		
	(1)
	A consent decree was entered in United States and State of Arkansas v. Lion Oil Company, Civ. No. 03-1028 (Western District of Arkansas).


		
	(2)
	Any conditions or events reported to a governmental entity or other regulatory person prior to February 10, 2014.


		
	(3)
	Any matters described in either (a) the report of E.Vironment prepared for Delek US dated March 29, 2011 or (b) the draft report of Environmental Resources Management prepared for the Partnership dated February 7, 2014.


For Tyler Tankage Agreement listed on Schedule IX
		
	(1)
	Any conditions or events reported to a governmental entity or other regulatory person prior to March 31, 2015.











For El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX
		
	(1)
	Any conditions or events reported to a governmental entity or other regulatory person prior to March 31, 2015.


		
	(2)
	Any matters described in either (a) the report of E.Vironment prepared for Delek US dated March 29, 2011 or (b) the draft report of Environmental Resources Management prepared for the Partnership dated February 7, 2014.


For Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX
(1)    None.


For Permian Gathering System Assets Transaction Agreement listed on Schedule IX


		
	(1)
	None.


For Trucking Operations Transaction Agreement listed on Schedule IX


		
	(1)
	None.















Schedule III 
Pending Litigation
For Initial Transaction Agreement listed on Schedule IX
		
	(1)
	Shell Trading (US) Company v. Lion Oil Trading & Transportation, Inc., District Court of Harris County, Texas, Cause No. 2009-11659.


For Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX
None.
For El Dorado Terminal and Tankage Transaction Agreement listed on Schedule IX
None.
For Tyler Tankage Agreement listed on Schedule IX
None.
For El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX
None.
For Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX
None.


For Permian Gathering System Assets Transaction Agreement listed on Schedule IX


None.
For Trucking Operations Transaction Agreement listed on Schedule IX


None.











Schedule IV 
General and Administrative Services
		
	(1)
	Executive management services of Delek employees who devote less than 50% of their business time to the business and affairs of the Partnership Group, including Delek US stock-based compensation expense


		
	(2)
	Financial and administrative services (including, but not limited to, treasury and accounting)


		
	(3)
	Information technology services


		
	(4)
	Legal services


		
	(5)
	Health, safety and environmental services


		
	(6)
	Human resources services


		
	(7)
	Insurance administration











Schedule V 
ROFO Assets
None.









Schedule VI 
ROFR Assets
	
		
	Asset
	Owner

	Paline Pipeline.  The 185-mile, 10-inch crude oil pipeline running from Longview, Texas and the Chevron-operated Beaumont terminal in Nederland, Texas and an approximately seven-mile idle pipeline from Port Neches to Port Arthur, Texas.
	Paline

	SALA Gathering System.  The approximately 600 miles of three- to eight-inch crude oil gathering and transportation lines in southern Arkansas and northern Louisiana located primarily within a 60-mile radius of the El Dorado refinery.
	SALA

	Magnolia Pipeline System.  The 77-mile crude oil pipeline running between a connection with ExxonMobil’s North Line pipeline near Shreveport, Louisiana and our Magnolia Station.  
	Magnolia

	El Dorado Pipeline System.  The 28-mile crude oil pipeline, the 12-inch diesel line from the El Dorado refinery to the Enterprise system and the 10-inch gasoline line from the El Dorado refinery to the Enterprise system.
	El Dorado

	McMurrey Pipeline System.  The 65-mile pipeline system that transports crude oil from inputs between the La Gloria Station and the Tyler refinery
	Crude Logistics

	Nettleton Pipeline System.  The 36-mile pipeline that transports crude oil from Nettleton Station to the Tyler refinery.
	Crude Logistics

	Big Sandy Terminal.  The terminal located in Big Sandy, Texas and the eight-inch Hopewell-Big Sandy Pipeline originating at Hopewell Junction, Texas and terminating at the Big Sandy Station in Big Sandy, Texas.
	Marketing-Big Sandy

	Memphis Terminal.  The terminal located in Memphis, Tennessee supplied by the El Dorado refinery through the Enterprise TE Products Pipeline.
	OpCo

	Tyler Refinery Refined Products Terminal.  Located at the Tyler refinery, this terminal consists of a truck loading rack with nine loading bays supplied by pipeline from storage tanks located at the refinery. Total throughput capacity for the terminal is estimated to be approximately 72,000 bpd.
	DMSLP

	Tyler Storage Tanks.  Located in Tyler, Texas adjacent to the Tyler refinery, the Tankage (as defined in the Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX).
	DMSLP

	El Dorado Refined Products Terminal.  Located at the El Dorado refinery, this terminal consists of a truck loading rack supplied by pipeline from storage tanks located at the refinery. Total throughput capacity for the terminal is estimated to be approximately 26,700 bpd.
	OpCo

	El Dorado Storage Tanks.  Located at Sandhill Station and adjacent to the El Dorado refinery, the Tankage (as defined in the El Dorado Terminal and Tankage Agreement listed on Schedule IX).
	OpCo

	Tyler Storage Tank.  Located in Tyler, Texas adjacent to the Tyler refinery, the Tankage (as defined in the Tyler Tankage Transaction Agreement listed on Schedule IX).
	DMSLP













	
		
	Asset
	Owner

	El Dorado Rail Offloading Facility.  Located in El Dorado, Arkansas adjacent to the El Dorado refinery, the Rail Offloading Facility (as defined in the El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX).
	OpCo

	Big Spring Refinery Logistics Assets. Located near Big Spring, Texas, the Big Spring Logistics Assets (as defined in the Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX).
	DKL Big Spring, LLC

	Big Spring Refinery Asphalt Assets. Located near Big Spring, Texas, the Big Spring Asphalt Assets (as defined in the Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX).
	DKL Big Spring, LLC

	Duncan Terminal Logistics Assets. Located near Duncan, Oklahoma, the Duncan Terminal (as defined in the Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX).
	DKL Big Spring, LLC

	Permian Gathering System Assets.  Located in Howard, Borden and Martin Counties, Texas, the DPG System Assets (as defined in the Permian Gathering System Assets Transaction Agreement listed on Schedule IX).
	DKL Permian Gathering, LLC

	Trucking Operations Assets.  The Vehicles (as defined in the Trucking Operations Transaction Agreement listed on Schedule IX) used to provide trucking and transportation operations in AR, OK and TX.
	DKL Transportation, LLC (as successor by merger to Delek Trucking, LLC)













Schedule VII 
Certain Delek Projects
For Initial Transaction Agreement listed on Schedule IX
		
	(1)
	That certain project related to AFE # 10502041912 which provides for the construction of a new crude oil storage tank at Delek Refining’s Tyler, Texas refinery with aggregate shell capacity of approximately 300,000 bbls.


For Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX
None.
For El Dorado Terminal and Tankage Transaction Agreement listed on Schedule IX
None.
For Tyler Tankage Agreement listed on Schedule IX
None.
For El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX
None.
For Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX
None.
For Permian Gathering System Assets Transaction Agreement listed on Schedule IX


None.
For Trucking Operations Transaction Agreement listed on Schedule IX


None.













Schedule VIII 
Existing Capital Projects
For Initial Transaction Agreement listed on Schedule IX
		
	(1)
	That certain project related to AFE # 10501047412, which provides for the construction of new crude oil pipeline that commences at the metering skid situated south of Tank #107 at Lion Oil’s El Dorado, Arkansas refinery and continues along the south side of Sandhill Station to its termination point at the tie-in to the Tank #192 fill line.


		
	(2)
	That certain project related to AFE # 11105042812, which provides for the completion of Phase IV of the reversal of the Paline Pipeline System.


		
	(3)
	That certain project related to AFE # 10502041912, which provides for the installation of piping and valves to enable bi-directional flow on the Nettleton Pipeline.


For Tyler Terminal and Tankage Transaction Agreement listed on Schedule IX
None.
For El Dorado Terminal and Tankage Transaction Agreement listed on Schedule IX
		
	(1)
	Work performed in connection with the turnaround of Lion Oil’s El Dorado refinery that commenced in January 2014.


For Tyler Tankage Agreement listed on Schedule IX
None.
For El Dorado Rail Offloading Facility Transaction Agreement listed on Schedule IX
None.
For Big Spring Refinery Logistics Assets Transaction Agreement listed on Schedule IX
None.
For Permian Gathering System Assets Transaction Agreement listed on Schedule IX


None.
For Trucking Operations Transaction Agreement listed on Schedule IX


None.











Schedule IX 
Transaction Agreements and Applicable Terms
Initial Transaction Agreement
	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Contribution, Conveyance and Assumption Agreement, among the Partnership, the General Partner, OpCo, Crude Logistics, Delek US, Delek Marketing & Supply, LLC, Delek Marketing & Supply, LP, Lion Oil and Delek Logistics Services Company
	November 7, 2012
	November 7, 2017
	November 7, 2022
	$250,000
	$250,000






Tyler Terminal and Tankage Transaction Agreement
	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Asset Purchase Agreement between Delek Refining, Ltd., as Seller, and Delek Marketing & Supply, LP, as Buyer
	July 26, 2013
	July 26, 2018
	July 26, 2023
	$250,000
	$250,000






El Dorado Terminal and Tankage Transaction Agreement
	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Asset Purchase Agreement between Lion Oil Company, as Seller, and Delek Logistics Operating, LLC, as Buyer
	February 10, 2014
	February 10, 2019
	February 10, 2024
	$250,000
	$250,000






Tyler Tankage Transaction Agreement









	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Asset Purchase Agreement between Delek Refining, Ltd., as Seller, and Delek Marketing & Supply, LP, as Buyer
	March 31, 2015
	March 31, 2020
	March 31, 2025
	$250,000
	$250,000






El Dorado Rail Offloading Facility Transaction Agreement
	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Asset Purchase Agreement between Lion Oil Company and Lion Oil Trading & Transportation, LLC, as Sellers, Delek Logistics Operating, LLC, as Buyer and, solely for purposes of Article VIII and Section 9.2, Delek US Holdings, Inc., as Guarantor
	March 31, 2015
	March 31, 2020
	March 31, 2025
	$250,000
	$250,000






Big Spring Refinery Logistics Assets Transaction Agreement
	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Asset Purchase Agreement by and among Alon USA Partners, LP, Alon USA GP II, LLC, Alon USA Delaware, LLC, Alon USA Refining, LLC, Alon USA, LP, and Alon Paramount Holdings, Inc., as sellers, DKL Big Spring, LLC, as buyer, and solely for purposes of Article X, Delek US Holdings, Inc., as guarantor, as amended
	March 1, 2018
	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 
	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 

















For Permian Gathering System Assets Transaction Agreement


	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Contribution, Conveyance and Assumption Agreement by and among Delek Big Spring South Mainline, LLC, Delek Permian Gathering, LLC, Delek Big Spring North Gathering, LLC, and Delek Big Spring Gathering, LLC, as contributors, DKL Permian Gathering, Delek Logistics Partners, LP, and Delek Logistics GP, LLC, and solely for purposes of Article VIII, Delek US Holdings, Inc., as guarantor
	March 31, 2020
	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 








For Trucking Operations Transaction Agreement


	
						
	Transaction Agreement
	Closing Date
	First Indemnification Deadline
	Second Indemnification Deadline
	Annual Environmental Deductible
	Annual ROW Deductible

	Membership Interest Purchase Agreement by and among Delek Refining, Ltd., Lion Oil Company, DKL Transportation, LLC, and solely for purposes of Article VIII, Delek US Holdings, Inc., as guarantor
	May 15, 2020
	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 


	Not applicable.


No indemnification pursuant to Omnibus Agreement. 















Schedule X 
API 653 Tanks
Tyler Terminal and Tankage Transaction Agreement
	
					
	Tank #
	Location
	Assigned Service
	Next Internal Inspection Due

	01-T-
	6
	West Tank Farm
	JP8
	4/29/2016

	01-T-
	7
	West Tank Farm
	Jet A
	1/16/2018

	01-T-
	8
	West Tank Farm
	Jet A
	2/16/2018

	01-T-
	11
	West Tank Farm
	Carbon Black Oil
	6/1/2013

	01-T-
	12
	West Tank Farm
	Ultra Low Sulfur Diesel
	6/23/2018

	01-T-
	16
	West Tank Farm
	Gas Oil/Topped Crude
	9/12/2014

	01-T-
	19
	West Tank Farm
	Topped Crude/Gas Oil
	6/1/2013

	01-T-
	39
	West Tank Farm
	Commercial Butane
	1/20/2014

	01-T-
	40
	West Tank Farm
	Commercial Butane
	4/5/2014

	01-T-
	41
	West Tank Farm
	Commercial Butane
	4/13/2014

	01-T-
	46
	North Tank Farm
	Ethanol
	12/21/2017

	01-T-
	52
	West Tank Farm
	Sub grade 84
	4/5/2014

	01-T-
	55
	West Tank Farm
	Hydrotreated HSR naphtha
	3/26/2017

	01-T-
	59
	North Tank Farm
	L.Alkylate
	3/16/2014

	01-T-
	60
	North Tank Farm
	FCC Gasoline /Total Alkylate
	6/25/2015

	01-T-
	61
	North Tank Farm
	Platformate
	8/26/2013

	01-T-
	63
	North Tank Farm
	Platformate
	9/12/2015

	01-T-
	64
	West Tank Farm
	Coker Naphtha
	2/28/2015

	01-T-
	65
	West Tank Farm
	Coker Naphtha
	6/1/2013

	01-T-
	66
	North Tank Farm
	GHT Charge
	7/17/2018

	01-T-
	103
	Alky Tank Farm
	Isobutane
	6/19/2015

	01-T-
	105
	Alky Tank Farm
	Isobutane
	6/4/2017

	01-T-
	106
	Alky Tank Farm
	Isobutane
	11/5/2011

	01-T-
	107
	Alky Tank Farm
	Isobutane
	9/28/2013

	01-T-
	115
	Subgrade 84
	Subgrade 84
	2/9/2015

	01-T-
	118
	Aviation Tank Farm
	L Alkylate
	10/26/2015

	01-T-
	122
	Sales Tank Farm
	Unlead 87
	11/5/2015

	01-T-
	124
	Sales Tank Farm
	Subgrade 91
	11/12/2014

	01-T-
	125
	Sales Tank Farm
	Subgrade 91
	7/28/2017

	01-T-
	127
	West Tank Farm
	Gas Oil
	6/20/2015

	01-T-
	132
	Alky Tank Farm
	Olefins
	3/15/2018

	01-T-
	133
	Alky Tank Farm
	Olefins
	2/26/2018

	01-T-
	134
	West Tank Farm
	JP8
	1/8/2018

	01-T-
	135
	West Tank Farm
	JP8
	1/17/2017













	
					
	Tank #
	Location
	Assigned Service
	Next Internal Inspection Due

	01-T-
	136
	North Tank Farm
	FCC Gasoline /Total Alkylate
	12/17/2016

	01-T-
	153
	Pipeline Tank Farm
	Kerosene (JP8)
	6/1/2013

	01-T-
	156
	Pipeline Tank Farm
	DHT Charge
	6/1/2013

	01-T-
	162
	Crude Tank Farm
	Crude Oil
	2/1/2016

	01-T-
	165
	Alky Tank Farm
	Olefins
	6/1/2013

	01-T-
	166
	Alky Tank Farm
	Olefins
	8/10/2017

	01-T-
	167
	Alky Tank Farm
	Commercial Butane
	2/29/2016

	01-T-
	169
	West Tank Farm
	LSR or Isomate RD
	1/30/2012

	01-T-
	1
	West Tank Farm
	Waste Water Holding
	9-13-2016

	01-T-
	3
	West Tank Farm
	Recovered oil
	7/24/2017

	01-T-
	4
	West Tank Farm
	Recovered oil
	4/15/2017

	01-T-
	5
	West Tank Farm
	Waste Water Holding
	11-10-2016

	01-T-
	14
	West Tank Farm
	Waste Water Holding
	5/18/2018

	01-T-
	21
	West Tank Farm
	Oily Water
	4/06/2018

	01-T-
	26
	West Tank Farm
	Oily Water
	4/10/2018

	01-T-
	120
	Sulfuric Acid Area
	Fresh Sulfuric Acid
	2/2/2018




 
El Dorado Terminal and Tankage Transaction Agreement
	
			
	Tank
	Next
Inspection
	Area

	T007
	TBD
	LOT

	T019
	TBD
	#4,#8

	T024
	TBD
	PMA

	T036
	TBD
	PH

	T042
	2023
	#4,#8

	T043
	2023
	#4,#8

	T054
	TBD
	PH

	T059
	TBD
	PH

	T061
	TBD
	PH

	T062
	TBD
	PH

	T063
	TBD
	PH

	T064
	2023
	PH

	T065
	TBD
	PH

	T066
	TBD
	PH

	T067
	TBD
	PH

	T082
	TBD
	PH

	T084
	2019
	PH













	
			
	Tank
	Next
Inspection
	Area

	T085
	2022
	PH

	T088
	2019
	PH

	T089
	TBD
	PH

	T098
	TBD
	AP

	T103
	2019
	PH

	T108
	TBD
	PH

	T109
	TBD
	PH

	T113
	TBD
	PH

	T114
	2014
	PH

	T115
	2021
	PH

	T120
	TBD
	PH

	T121
	TBD
	PH

	T122
	TBD
	PH

	T123
	TBD
	PH

	T124
	2022
	PH

	T126
	2020
	PH

	T128
	2020
	PH

	T146
	2015
	PH

	T147
	2015
	PH

	T148
	2015
	PH

	T149
	2019
	PH

	T155
	2021
	PH

	T167
	TBD
	AP

	T168
	2015
	AP

	T180
	TBD
	PMA

	T184
	2016
	PH

	T185
	2016
	PH

	T186
	2015
	PH

	T187
	2015
	PH

	T189
	2015
	PH

	T191
	TBD
	PH

	T194
	2019
	#5 & #14

	T195
	2019
	#5 & #14

	T196
	2019
	#5 & #14

	T197
	2019
	#5 & #14

	T199
	TBD
	AP

	T217
	TBD
	#7,#10

	T241
	TBD
	#5 & #14

	T242
	2014
	#5 & #14

	T243
	2014
	#5 & #14

	T245
	TBD
	#5 & #14













	
			
	Tank
	Next
Inspection
	Area

	T246
	TBD
	#5 & #14

	T247
	TBD
	#5 & #14

	T262
	TBD
	PH

	T263
	2014
	PH

	T264
	TBD
	PH

	T265
	2014
	PH

	T268
	2019
	LOT

	T269
	2019
	LOT

	T271
	TBD
	PH

	T272
	TBD
	PH

	T273
	TBD
	PH

	T274
	2014
	PH

	T282
	2023
	WWTP

	T283
	2023
	WWTP

	T353
	2022
	AP

	T354
	2016
	AP

	T356
	TBD
	AP

	T357
	TBD
	AP

	T360
	2021
	#5 & #14

	T361
	2022
	#5 & #14

	T362
	2019
	#5 & #14

	T363
	2019
	#5 & #14

	T364
	2019
	#5 & #14

	T365
	2019
	#5 & #14

	T366
	2019
	#5 & #14

	T367
	TBD
	#5 & #14

	T368
	TBD
	#5 & #14

	T371
	TBD
	#5 & #14

	T372
	TBD
	#5 & #14

	T531
	2023
	PH

	T532
	2022
	PH

	T536
	2019
	#5 & #14

	T540
	TBD
	Trucking

	T552
	TBD
	Trucking

	T554
	2019
	PMA

	T571
	TBD
	AP

	 
	 
	 

	T051
	2021
	PH

	T198
	2020
	#5 & #14

	T240
	2015
	#5 & #14

	T244
	N/A
	#5 & #14













	
			
	Tank
	Next
Inspection
	Area

	 
	 
	 

	T004
	TBD
	LOT

	T009
	TBD
	LOT

	T053
	2022
	LOT

	T140
	2022
	LOT

	T141
	TBD
	LOT

	T142
	2016
	LOT

	T143
	2016
	LOT

	T144
	2014
	LOT

	T188
	TBD
	PH

	T275
	TBD
	WWTP

	T276
	TBD
	WWTP

	T277
	TBD
	WWTP

	T278
	TBD
	WWTP

	T279
	TBD
	WWTP

	T280
	TBD
	WWTP

	T373
	2020
	LOT

	T374
	2023
	#7,#10

	T393
	TBD
	WWTP

	T394
	TBD
	WWTP

	T432
	2014
	LOT

	T449
	2014
	WWTP

	T541
	TBD
	LOT

	T542
	TBD
	LOT

	T543
	TBD
	LOT

	T545
	TBD
	WWTP

	T546
	TBD
	WWTP

	T547
	2014
	PH

	T023
	2022
	AP

	T039
	2023
	#4,#8

	T040
	2020
	#4,#8

	T041
	TBD
	#4,#8

	T076
	2015
	#4,#8

	T078
	TBD
	AP

	T101
	TBD
	AP

	T102
	2022
	#4,#8

	T104
	TBD
	#4,#8

	T105
	TBD
	#4,#8

	T112
	TBD
	PMA

	T219
	2022
	AP

	T348
	TBD
	AP













	
			
	Tank
	Next
Inspection
	Area

	T349
	2014
	AP

	T350
	TBD
	AP

	T351
	TBD
	AP

	T352
	TBD
	AP

	T355
	2022
	AP

	T382
	2022
	PMA

	T383
	2022
	PMA

	T384
	2023
	PMA

	T385
	TBD
	PMA

	T386
	2023
	PMA

	T387
	2023
	PMA

	T544
	TBD
	AP

	T548
	2022
	PMA

	T553
	2022
	PMA

	T107
	2022
	AP

	T110
	2022
	AP

	T175
	2015
	AP

	T119
	2023
	PH

	T125
	TBD
	PH

	T549
	2014
	PH