exhibit 10. 2 omnibus agreement this omnibus agreement ( “ agreement ” ) is entered into on, and effective as of, the closing date, among bp pipelines ( north america ) inc., a maine corporation ( “ bp pipelines ” ), bp midstream partners lp, a delaware limited partnership ( the “ partnership ” ), bp midstream partners gp llc, a delaware limited liability company and the general partner of the partnership ( the “ general partner ” ), and, solely for purposes of articles 4 and 6, bp america inc., a delaware corporation ( “ bp ” ). recitals 1. the parties desire by their execution of this agreement to evidence their understanding, as more fully set forth in articles 2 and 5, with respect to certain indemnification obligations of the parties to each other and related to the assets that are directly or indirectly conveyed, contributed or otherwise transferred to any member of the partnership group under the contribution agreement or owned by, leased by, or otherwise held for the operation of the business, properties or assets of, any member of the partnership group as of the closing date ( the “ contributed assets ” ). 2. the parties desire by their execution of this agreement to evidence their understanding, as more fully set forth in articles 3 and 5, with respect to ( i ) the reimbursement by the partnership for the services related to ( a ) the contributed assets and ( b ) other assets that may be directly or indirectly conveyed, contributed, otherwise transferred to, or are acquired by, owned by, leased by, or otherwise held for the operation of the business, properties or assets of, any member of the partnership group from time to time ( collectively and including the contributed assets, the “ partnership assets ” ) and ( ii ) the limitation of duties, liability and indemnification related to the services. 3. the parties desire by their execution of this agreement to evidence their understanding, as more fully set forth in article 4, with respect to the granting of a trademark license from bp and its affiliates to the partnership group. 4. the parties desire by their execution of this agreement to evidence their understanding, as more fully set forth in article 6, with respect to the partnership group ’ s right of first offer with respect to the subject assets ( as defined herein ). in consideration of the promises and the covenants, conditions, and agreements contained herein, and for other good and valuable consideration, the receipt and