January 30, 2009
VIA FAX (615) 224-1185 AND OVERNIGHT MAIL
Delek Refining, Ltd.
Delek Pipeline Texas, Inc.
7102 Commerce Way
Brentwood, Tennessee 37027
Attention : Mr. Ed Morgan, CFO
Ladies and Gentlemen:
Reference is made to the Credit Agreement. Capitalized terms used herein and not otherwise defined herein
shall have the meanings ascribed to such terms in the Credit Agreement.
Agent, Lenders and Borrowers have entered into that certain First Amendment to Amended and Restated
Credit Agreement dated as of December 15, 2008 (the “First Amendment”), pursuant to which Borrowers,
Agent and Lenders, among other things, agreed to certain amendments to the Credit Agreement, including,
without limitation, delaying the effectiveness of Section 5.16(a) of the Credit Agreement until February 1, 2009
(the “Compliance Date”). Borrowers have requested that Agent and Lenders extend the Compliance Date.
Agent and Lenders are willing to do so, on the terms and subject to the conditions contained herein.
Agent and Lenders hereby acknowledge and agree that the provisions of Section 5.16(a) of the Credit
Agreement shall not apply for any purpose under the Credit Agreement until February 13, 2009, on which date
such provisions shall be deemed reinstated.
By their signatures set forth below, each Borrower (a) acknowledges and agrees that, except as set forth in
this letter agreement, Section 5.16(a) of the Credit Agreement shall remain in full force and effect, (b) certifies to
Agent and Lenders that as of the date hereof, no Default or Event of Default exists; (c) ratifies and reaffirms the
Obligations, each of the Loan Documents and all of such Borrower’s covenants, duties, indebtedness, liabilities
and obligations under the Loan Documents and, without limiting the generality of the foregoing, ratifies and
reaffirms the Security Documents and all of such Borrower’s covenants, duties, indebtedness, liabilities and
obligations thereunder; (d) jointly and severa