Martin Midstream Partners LP – IPO: ‘S-1’ on 7/1/02 – EX-3.8

On:  Monday, 7/1/02, at 4:48pm ET   ·   Accession #:  950134-2-7946   ·   File #:  333-91706

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         Registration Statement (General Form)                285   1.41M 
 2: EX-3.1      Certificate of Ltd Partnership of Martin Midstream     1      9K 
 3: EX-3.3      Certificate of Ltd Partnership of Martin Operating     1      9K 
 4: EX-3.4      Form of Amended/Restated Agreement                    57    246K 
 5: EX-3.5      Certificate of Formation of Martin Midstream Gp        1      8K 
 6: EX-3.6      Limited Liability Company Agreement                    2     13K 
 7: EX-3.7      Certificate of Formation of Martin Operating Gp        1      8K 
 8: EX-3.8      Limited Liability Company Agreement                    2     12K 
 9: EX-5.1      Opinion/Consent of Baker Botts L.L.P. - Legality       2±    12K 
10: EX-8.1      Opinion/Consent of Baker Botts L.L.P.- Tax Matters     1     11K 
16: EX-10.10    Form of Marine Fuel Agreement                          3     10K 
17: EX-10.11    Form of Product Supply Agreement                       3     14K 
11: EX-10.5     Form of Motor Transport Agreement                     15     50K 
12: EX-10.6     Form of Terminal Services Agreement                    4     19K 
13: EX-10.7     Form of Throughput Agreement                           3     14K 
14: EX-10.8     Form of Contract for Marine Transportation             6±    27K 
15: EX-10.9     Form of Product Storage Agreement                     16     57K 
18: EX-21.1     List of Subsidiaries                                   1      7K 
19: EX-23.1     Consent of Kpmg LLP                                    1      9K 
20: EX-23.2     Consent of Kpmg LLP                                    1      8K 
21: EX-23.3     Consent of Kpmg LLP                                    1      8K 
22: EX-23.6     Consent of John Gaylord                                1      8K 
23: EX-23.7     Consent of Scott Massey                                1      8K 
24: EX-23.8     Consent of Richard D. Waters, Jr.                      1      8K 

EX-3.8   —   Limited Liability Company Agreement

EX-3.8
1st Page of 2
TOC
↑Top
Previous
Next
↓Bottom
Just 1st
 
                                                                     EXHIBIT 3.8

 LIMITED LIABILITY COMPANY AGREEMENT
OF
 MARTIN OPERATING GP LLC
A DELAWARE LIMITED LIABILITY COMPANY

     This LIMITED LIABILITY COMPANY AGREEMENT OF MARTIN OPERATING GP LLC
(this "Agreement"), dated as of June 21, 2002, is adopted, executed, and agreed 
to by the sole Member (as defined below).                                       

       1. FORMATION. Martin Operating GP LLC (the "Company") has been formed
as a Delaware limited liability company under and pursuant to the Delaware      
Limited Liability Company Act (the "Act").                                      

2. TERM. The Company shall have a perpetual existence.        

     3. PURPOSES. The purposes of the Company are to carry on any lawful
business, purpose, or activity for which limited liability companies may be     
formed under the Act.                                                           

   4. SOLE MEMBER. Martin Resource LLC, a Delaware limited liability
company, shall be the sole member of the Company (the "Member").                

      5. CONTRIBUTIONS. The Member has made an initial contribution to the
capital of the Company in the amount of $1,000.00. Without creating any rights  
in favor of any third party, the Member may, from time to time, make additional 
contributions of cash or property to the capital of the Company, but shall have 
no obligation to do so.                                                         

   6. DISTRIBUTIONS. The Member shall be entitled (a) to receive all
distributions (including, without limitation, liquidating distributions) made by
the Company and (b) to enjoy all other rights, benefits, and interests in the   
Company.                                                                        

       7. MANAGEMENT. The management of the Company is fully reserved to the
Member, and the Company shall not have "managers," as that term is used in the  
Act. The powers of the Company shall be exercised by or under the authority of, 
and the business and affairs of the Company shall be managed under the direction
of, the Member, who shall make all decisions and take all actions for the       
Company.                                                                        

     8. DISSOLUTION. The Company shall dissolve and its affairs shall be
wound up at such time, if any, as the Member may elect. No other event          
(including, without limitation, an event described in Section 18-801(4) of the  
Act) will cause the Company to dissolve.                                        

        9. GOVERNING LAW. THIS AGREEMENT IS GOVERNED BY AND SHALL BE CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE (EXCLUDING ITS             
CONFLICT-OF-LAWS RULES).                                                        

1 

EX-3.8
Last Page of 2
TOC
1st
Previous
Next
↓Bottom
Just 2nd
   IN WITNESS WHEREOF, the undersigned, being the sole member of the
Company, has caused this Agreement to be duly executed as of the date first     
written above.                                                                  

         MARTIN RESOURCE LLC
    as Sole Member

                                 By:  Martin Resource Management Corporation
              as Sole Member

                           By: /s/ ROBERT D. BONDURANT
                                           -------------------------------------
                         Robert D. Bondurant
                             Chief Financial Officer

2 

Dates Referenced Herein

				Referenced-On Page
This ‘S-1’ Filing		Date		First		Last			Other Filings
Filed on:		7/1/02							None on these Dates
		6/21/02		1
									List all Filings

17 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/23/24  Martin Midstream Partners L.P.    10-Q        3/31/24   88:6.9M
 2/21/24  Martin Midstream Partners L.P.    10-K       12/31/23  114:11M
10/24/23  Martin Midstream Partners L.P.    10-Q        9/30/23   93:9M
 7/25/23  Martin Midstream Partners L.P.    10-Q        6/30/23   92:9.1M
 4/25/23  Martin Midstream Partners L.P.    10-Q        3/31/23   87:7.9M
 3/02/23  Martin Midstream Partners L.P.    10-K       12/31/22  112:12M
11/03/22  Martin Midstream Partners L.P.    10-Q        9/30/22   90:9.7M
 7/25/22  Martin Midstream Partners L.P.    10-Q        6/30/22   90:9.7M
 6/08/22  Martin Midstream Partners L.P.    S-3                    5:661K                                   Donnelley … Solutions/FA
 4/26/22  Martin Midstream Partners L.P.    10-Q        3/31/22   91:8.2M
 3/01/22  Martin Midstream Partners L.P.    10-K       12/31/21  121:13M
10/25/21  Martin Midstream Partners L.P.    10-Q        9/30/21   90:9.8M
 7/26/21  Martin Midstream Partners L.P.    10-Q        6/30/21   91:9.5M
 4/26/21  Martin Midstream Partners L.P.    10-Q        3/31/21   88:7.8M
 3/03/21  Martin Midstream Partners L.P.    10-K       12/31/20  125:14M
10/26/20  Martin Midstream Partners L.P.    10-Q        9/30/20   96:11M
 8/07/20  Martin Midstream Partners L.P.    10-Q        6/30/20   94:12M