XML 46 R12.htm IDEA: XBRL DOCUMENT v3.2.0.727
RELATED PARTY TRANSACTIONS
6 Months Ended
Jun. 30, 2015
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS

PBF Holding entered into agreements with PBFX that establish fees for certain general and administrative services, and operational and maintenance services provided by the Company to PBFX. In addition, the Company executed terminal, storage and pipeline services agreements with PBFX under which PBFX provides commercial transportation, terminaling, storage and pipeline services to the Company. These agreements with PBFX include: 
Delaware City Rail Terminaling Services Agreement
PBF Holding entered into a rail terminaling services agreement with PBFX to obtain terminaling services at the DCR Rail Terminal (the “DCR Terminaling Agreement”). Under the DCR Terminaling Agreement, PBF Holding is obligated to throughput aggregate volumes of crude oil of at least 85,000 barrels per day (“bpd”) for each quarter (in each case, calculated on a quarterly average basis) for a terminaling service fee of $2.00 per barrel, which will decrease to $0.50 per barrel to the extent volumes exceed the minimum throughput commitment. PBF Holding also pays PBFX for providing related ancillary services at the terminal that are specified in the agreement. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $15,718 and $31,262 respectively, related to the DCR Terminaling Agreement. For the three and six months ended June 30, 2014, PBF Holding paid PBFX fees of $7,200 and $7,200, respectively, related to the DCR Terminaling Agreement.
Toledo Truck Unloading & Terminaling Agreement
PBF Holding entered into a truck unloading and terminaling services agreement with PBFX to obtain terminaling services at the Toledo Truck Terminal (as amended the “Toledo Terminaling Agreement”). Under the Toledo Terminaling Agreement, PBF Holding is obligated to throughput aggregate volumes of crude oil of at least 5,500 bpd (calculated on a quarterly average basis) for a terminaling service fee of $1.00 per barrel. PBF Holding also pays PBFX for providing related ancillary services at the terminal which are specified in the Toledo Terminaling Agreement. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $1,265 and $1,842, respectively, related to the Toledo Terminaling Agreement. For the three and six months ended June 30, 2014, PBF Holding paid PBFX fees of $582 and $582, respectively, related to the Toledo Terminaling Agreement.
Delaware City West Ladder Rack Terminaling Services Agreement
PBF Holding entered into a rail terminaling services agreement with PBFX to obtain terminaling services at the DCR West Rack (the “West Ladder Rack Terminaling Agreement”). Under the West Ladder Rack Terminaling Agreement, PBF Holding is obligated to throughput aggregate volumes of crude oil of at least 40,000 bpd for a terminaling service fee equal to $2.20 per barrel for all volumes of crude oil throughput up to the minimum throughput commitment, and $1.50 per barrel for all volumes of crude oil throughput in excess of the minimum throughput commitment, in any contract quarter. PBF Holding also pays PBFX for providing related ancillary services at the terminal which are specified in the West Ladder Rack Terminaling Agreement. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $8,008 and $15,929, respectively, related to the West Ladder Rack Terminaling Agreement.
Toledo Tank Farm Storage and Terminaling Services Agreement
PBF Holding entered into a storage and terminaling services agreement with PBFX (the “Toledo Tank Farm Storage and Terminaling Agreement”). Under the Toledo Tank Farm Storage and Terminaling Agreement, PBFX provides PBF Holding with storage and throughput services in return for storage and throughput fees. The storage services require PBFX to accept, redeliver and store all products tendered by PBF Holding in the tanks and load products at the storage facility on behalf of PBF Holding up to the effective operating capacity of each tank, the loading capacity of the propane rack and the overall capacity of the Toledo Storage Facility. PBF Holding will pay a fee of $0.50 per barrel of shell capacity dedicated to PBF Holding under the Toledo Tank Farm Storage and Terminaling Agreement. The minimum throughput commitment for the propane storage and loading facility is 4,400 bpd for a fee equal to $2.52 per barrel of product loaded up to the minimum throughput commitment and in excess of the minimum throughput commitment. If PBF Holding does not throughput the aggregate amounts equal to the minimum throughput commitment described above, PBF Holding will be required to pay a shortfall payment equal to the shortfall volume multiplied by the fee of $2.52 per barrel. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $6,236 and $12,758, respectively, related to the Toledo Tank Farm Storage and Terminaling Agreement.
Delaware City Pipeline Services Agreement
PBF Holding entered into a pipeline services agreement with PBFX (the “Delaware City Pipeline Services Agreement”). Under the Delaware City Pipeline Services Agreement, PBFX provides PBF Holding with pipeline throughput services in return for throughput fees. The Delaware City Pipeline Services Agreement has an initial term of approximately ten years, under which PBFX provides pipeline services to PBF Holding on the Delaware Products Pipeline. The minimum throughput commitment for the pipeline facility is 50,000 bpd for a fee equal to $0.5266 per barrel of product throughputted up to the minimum throughput commitment and in excess of the minimum throughput commitment. If PBF Holding does not throughput the aggregate amounts equal to the minimum throughput commitment described above, PBF Holding will be required to pay a shortfall payment equal to the shortfall volume multiplied by the fee of $0.5266 per barrel. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $1,262 and $1,262, respectively, related to the Delaware City Pipeline Services Agreement.
Delaware City Truck Loading Agreement
PBF Holding entered into a truck unloading agreement with PBFX (the “Delaware City Truck Loading Agreement”). Under the Delaware City Truck Loading Agreement, PBFX provides PBF Holding with truck loading services in return for fees. The Delaware City Truck Loading Agreement has an initial term of approximately ten years, under which PBFX provides loading services to PBF Holding at the Delaware City Terminal. The minimum throughput commitment for the truck rack is approximately 30,000 bpd for refined clean products with a fee equal to approximately $0.462 per barrel and approximately 5,000 bpd for LPGs with a fee equal to approximately $2.52 per barrel of product loaded up to the minimum throughput commitment and for volumes in excess of the minimum throughput commitment. For the three and six months ended June 30, 2015, PBF Holding paid PBFX fees of $1,277 and $1,277, respectively, related to the Delaware City Truck Loading Agreement.
Third Amended and Restated Omnibus Agreement
PBF Holding entered into an omnibus agreement (as amended from time to time the "Omnibus Agreement") with PBFX, PBF GP, and PBF LLC for the provision of executive management services and support for accounting and finance, legal, human resources, information technology, environmental, health and safety, and other administrative functions. The Omnibus Agreement was amended on May 15, 2015 to include the Delaware City Products Pipeline and Truck Rack. Pursuant to the amended Omnibus Agreement, the annual administrative fee was increased to $2,350 per year from $2,225 per year. For the three and six months ended June 30, 2015, PBF Holding received fees from PBFX of $1,208 and $2,389, respectively, related to the Omnibus Agreement. For the three and six months ended June 30, 2014, PBF Holding received fees from PBFX of $422 and $422, respectively, related to the Omnibus Agreement.

Third Amended and Restated Operation and Management Services and Secondment Agreement
PBF Holding and certain of its subsidiaries entered into an operation and management services and secondment agreement (as amended from time to time the “Services Agreement”) with PBFX, pursuant to which PBF Holding and its subsidiaries provide PBFX with the personnel necessary for PBFX to perform its obligations under its commercial agreements. PBFX reimburses PBF Holding for the use of such employees and the provision of certain infrastructure-related services to the extent applicable to its operations. The operation and management services and secondment agreement was amended on May 15, 2015 to include the Delaware City Products Pipeline and Truck Rack. For the three and six months ended June 30, 2015, PBF Holding received fees from PBFX of $1,111 and $2,211, respectively, related to the Services Agreement. For the three and six months ended June 30, 2014, PBF Holding received fees from PBFX of $66 and $66, respectively, related to the Services Agreement.