Common Contracts

SUNOCO LP (a Delaware limited partnership) 5,500,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS UNDERWRITING AGREEMENT July 15, 2015

Underwriting Agreement • July 17th, 2015 • Sunoco LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

• Contract Type
  Underwriting Agreement
• Filed
  July 17th, 2015
• Company
  Sunoco LP
• Industry
  Wholesale-petroleum & petroleum products (no bulk stations)
• Jurisdiction
  New York

Sunoco LP, a limited partnership organized under the laws of the State of Delaware (the “Partnership”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as manager (the “Manager”), the number of common units set forth in Schedule I hereto (the “Firm Units”), each representing limited partner interests in the Partnership (the “Common Units”). The Partnership also proposes to issue and sell to the several Underwriters not more than the number of additional Common Units set for in Schedule I hereto (the “Additional Units”) if and to the extent that you, as Manager of the offering, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such number of Common Units granted to the Underwriters in Section 2 hereof. The Firm Units and the Additional Units are hereinafter collectively referred to as the “Units.” This Agreement is to confirm the agreement among the Partnership and the

SUSSER PETROLEUM PARTNERS LP (a Delaware limited partnership) 8,000,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS UNDERWRITING AGREEMENT

Underwriting Agreement • October 23rd, 2014 • Susser Petroleum Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

• Contract Type
  Underwriting Agreement
• Filed
  October 23rd, 2014
• Company
  Susser Petroleum Partners LP
• Industry
  Wholesale-petroleum & petroleum products (no bulk stations)
• Jurisdiction
  New York

Susser Petroleum Partners LP, a limited partnership organized under the laws of the State of Delaware (the “Partnership”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as manager (the “Manager”), the number of common units set forth in Schedule I hereto (the “Firm Units”), each representing limited partner interests in the Partnership (the “Common Units”). The Partnership also proposes to issue and sell to the several Underwriters not more than the number of additional Common Units set for in Schedule I hereto (the “Additional Units”) if and to the extent that you, as Manager of the offering, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such number of Common Units granted to the Underwriters in Section II hereof. The Firm Units and the Additional Units are hereinafter collectively referred to as the “Units.” If the firm or firms listed in Schedule II hereto inc