Second Credit Facility Waiver Agreement, dated as of May 3, 2019, between BP Midstream Partners LP and North America Funding Company

This Second Credit Facility Waiver Agreement (“Agreement”) is dated as of May 3, 2019 between BP Midstream Partners LP (the “Borrower”) and North America Funding Company (the “Lender”).

WHEREAS, Borrower and Lender executed that certain Short Term Credit Facility Agreement dated as of October 27, 2017 (the “Facility Agreement”);

WHEREAS, the Borrower, pursuant to the terms of the Facility Agreement, delivered a borrowing request (the “2018 Utilisation Request”) effective October 1, 2018 (the “Utilisation Date”) for an original principal amount of $468 million (the “Loan”) with an original loan repayment date of March 29, 2019 (the “Original Loan Repayment Date”);

WHEREAS, the Lender, by that certain Credit Facility Waiver Agreement dated February 20, 2019 (the “First Waiver Agreement”) agreed to a waiver to certain terms of the Facility Agreement and 2018 Utilisation Request as more fully described therein;

WHEREAS, the Lender has agreed to a waiver to certain terms of the First Waiver Agreement as more fully described herein;

NOW, THEREFORE, for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties agree as follows (terms used but not defined herein shall have the meaning as defined in the Facility Agreement and the First Waiver Agreement):