NUSTAR LOGISTICS, L.P. guaranteed by NuStar Energy L.P. and NuStar Pipeline Operating Partnership L.P. UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2020 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
NuStar Logistics, L.P., a Delaware limited partnership (“NuStar Logistics”), proposes to issue and sell $600,000,000 aggregate principal amount of its 5.750% Senior Notes due 2025 (the “2025 Notes”) and $600,000,000 aggregate principal amount of its 6.375% Senior Notes due 2030 (the “2030 Notes,” and together with the 2025 Notes, the “Notes”) to the underwriters (the “Underwriters”) named in Schedule I attached hereto, for whom Citigroup Global Markets Inc. is acting as representative (the “Representative”), to be issued under an indenture dated as of July 15, 2002 (as amended and supplemented to date, the “Base Indenture”), among NuStar Logistics, as issuer, NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), and NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership (“NuPOP”), as guarantors, and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by the Tenth Supplemental Indenture thereto to be dated as of the D
NUSTAR LOGISTICS, L.P.,Tenth Supplemental Indenture • September 14th, 2020 • NuStar Energy L.P. • Pipe lines (no natural gas) • New York
TENTH SUPPLEMENTAL INDENTURE, dated as of September 14, 2020 (this “Supplemental Indenture”), among NuStar Logistics, L.P. (formerly known as Valero Logistics Operations, L.P.), a Delaware limited partnership having its principal office at 19003 IH-10 West, San Antonio, Texas 78257 (the “Partnership”), NuStar Energy L.P. (formerly known as Valero L.P.), a Delaware limited partnership (the “Guarantor”), NuStar Pipeline Operating Partnership L.P. (formerly known as Kaneb Pipe Line Operating Partnership, L.P.), a Delaware limited partnership and an Affiliate of the Partnership (the “Affiliate Guarantor”), and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as successor trustee (the “Trustee”) to The Bank of New York Trust Company, N.A., which was successor trustee to The Bank of New York, a New York banking corporation, as trustee under the Original Indenture (as defined below). This Supplemental
