0001110805-06-000005 Sample Contracts

PERFORMANCE UNIT AGREEMENT
Performance Unit Agreement • January 27th, 2006 • Valero L P • Pipe lines (no natural gas)

This Performance Share Agreement (the “Agreement”) is entered into effective _________, 200_, by and between Valero GP, LLC, a Delaware limited liability company (“Valero”), and ____________, a participant (the “Participant”) in Valero’s 2000 Amended and Restated Long-Term Incentive Plan (as may be amended, the “Plan”), pursuant to and subject to the provisions of the Plan.

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