GP, LLC, its general partner
By:
Name:
Title:
EXHIBIT E - FORM OF NOTICE OF BORROWING/CONVERSION/CONTINUATION - Page 1
EXHIBIT F
FORM OF BORROWING BASE CERTIFICATE
See attached.
EXHIBIT F - BORROWING BASE CERTIFICATE - Cover Page
BANK OF AMERICA, N.A
CONSOLIDATED CERTIFICATE #: ___
As of
ROA
Prepared on:
ACCOUNTS RECEIVABLE
1
2
PLUS SALES A BEGINNING B
3
LESS CREDITS AS OF
4
LESS GROSS COLLECTIONS AS OF
5
ADJUSTMENTS
6
ENDING BALANCE
7
INELIGIBLE
8
ELIGIBLE
85%
9
Other AR reserve
10
TOTAL ELIGIBLE
PERPETUAL INVENTORY
11
Crude
12
LESS: INELIGIBLE
13
ELIGIBLE
80%
14
Fuels
15
LESS: INELIGIBLE
16
ELIGIBLE
80%
17
Specialty
18
LESS: INELIGIBLE
19
ELIGIBLE1
70%
20
INVENTORY RESERVES
21
TOTAL INV. AVAILABILITY
22
MERCHANDISE L/C NOT TO EXCEED:
23
RESTRICTED ACCOUNT BALANCE
24
TOTAL AVAILABILITY
LOAN ACTIVITY
25
BALANCE AS SHOWN ON LAST REPORT (LINE 32)
26
LESS: REMITTANCES
27
PLUS: ADVANCE REQUEST AS OF
28
PLUS: WIRE CHARGE
29
PLUS: FEES
30
PLUS: INTEREST
31
ADJUSTMENTS
32
OUTSTANDING LOAN BALANCE
REVOLVING LOAN AVAILABILITY
33
CALCULATED AVAILABILITY (LINE 24)
34
LESS: OUTSTANDING LOAN BALANCE (LINE 32)
35
LESS: MERCHANDISE L/C
36
LESS: STANDBY L/C
37
LESS BANKERS ACCEPTANCES
38
NET AVAILABLE
THE UNDERSIGNED REPRESENTS AND WARRANTS THAT THE INFORMATION SET FORTH ABOVE IS
TRUE AND COMPLETE AND THAT THE FOREGOING IS AN ACCURATE DETERMINATION OF THE
BORROWING BASE AS OF THE DATE SET FORTH ABOVE (SUBJECT TO ANY ADJUSTMENTS AND
AVAILABILITY RESERVES WHICH MAY BE MADE OR ESTABLISHED BY AGENT IN ACCORDANCE
WITH THE CREDIT AGREEMENT).
BORROWER AGENT: CALUMET SPECIALTY PRODUCTS
PARTNERS, L.P.
BANK OF AMERICA, N.A., AS AGENT
AUTHORIZED SIGNATURE: ________________________
RECEIVED BY:_________________________
TITLE: _________________________________________
NOTE: REPRESENTATION SECTION SHOULD NOT BE MODIFIED
1
Line 19 to include the lesser of 70% of Specialty and 85% of the NOLV
Percentage of Specialty
BORROWING BASE CERTIFICATE - Solo Page
SCHEDULE 1.1A
to
Amended and Restated Credit Agreement
COMMITMENTS OF LENDERS
Revolver
Lender
Commitment2
Bank of America, N.A.
$ 100,000,000
JPMorgan Chase Bank, N.A.
$ 75,000,000
Wells Fargo Bank, National Association
$ 75,000,000
PNC Bank, National Association
$ 60,000,000
SunTrust Bank
$ 42,500,000
Deutsche Bank Trust Company Americas
$ 42,500,000
U.S. Bank National Association
$ 42,500,000
Regions Bank
$ 42,500,000
NATIXIS
$ 30,000,000
Compass Bank
$ 25,000,000
Capital One Leverage Finance Corp.
$ 15,000,000
Total
$ 550,000,000
2
These amounts are subject to increase and/or reduction as provided in the
Agreement, including as provided in the definitions of the term "Revolver
Commitment."
SCHEDULE 1.1A - Solo Page