0001193125-11-002180 Sample Contracts

Non-Employee Director AWARD AGREEMENT

Restricted Unit Award Agreement • January 6th, 2011 • NuStar GP Holdings, LLC • Pipe lines (no natural gas) • Texas

• Contract Type
  Restricted Unit Award Agreement
• Filed
  January 6th, 2011
• Company
  NuStar GP Holdings, LLC
• Industry
  Pipe lines (no natural gas)
• Jurisdiction
  Texas

This Restricted Unit agreement (“Agreement”), effective as of December 30, 2010 (“Grant Date”), is between NuStar GP, LLC (the “Company”) and [insert name] (“Participant”), a participant in the NuStar GP Holdings, LLC Long-Term Incentive Plan (the “Plan”). All capitalized terms contained in this Award shall have the same definitions as are set forth in the Plan unless otherwise defined herein. The terms of this grant are set forth below.

RESTRICTED/PHANTOM] UNIT AWARD AGREEMENT

Restricted/Phantom Unit Award Agreement • January 6th, 2011 • NuStar GP Holdings, LLC • Pipe lines (no natural gas) • Texas

• Contract Type
  Restricted/Phantom Unit Award Agreement
• Filed
  January 6th, 2011
• Company
  NuStar GP Holdings, LLC
• Industry
  Pipe lines (no natural gas)
• Jurisdiction
  Texas

This [Restricted/Phantom] Unit award agreement (“Agreement”), effective as of the date set forth at the end of this Agreement (“Grant Date”), is between NuStar GP Holdings, LLC (the “Company”) and «First_Name» «Middle_Name» «Last_Name» (“Participant”), a participant in the NuStar GP Holdings, LLC Long-Term Incentive Plan (the “Plan”). All capitalized terms contained in this Award shall have the same definitions as are set forth in the Plan unless otherwise defined herein. The terms of this grant are set forth below.