0001193125-15-258076 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 21st, 2015 • Sunoco LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

This REGISTRATION RIGHTS AGREEMENT dated July 20, 2015 (this “Agreement”) is entered into by and among Sunoco LP, a Delaware limited partnership (the “Partnership”), Sunoco Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”) and Credit Suisse Securities (USA) LLC (“Credit Suisse”), on behalf of itself and the other initial purchasers listed on Schedule A of the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”).

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SUNOCO LP SUNOCO FINANCE CORP. AND EACH OF THE GUARANTORS PARTY HERETO 5.500% SENIOR NOTES DUE 2020 INDENTURE Dated as of July 20, 2015 U.S. BANK NATIONAL ASSOCIATION Trustee
Indenture • July 21st, 2015 • Sunoco LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

This INDENTURE, dated as of July 20, 2015, is among SUNOCO LP, a Delaware limited partnership (“Sunoco LP”), SUNOCO FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with Sunoco LP, the “Issuers”), the Guarantors (as defined herein) and U.S. Bank National Association, as trustee (the “Trustee”).

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