0001562039-14-000070 Sample Contracts

Separation Agreement
Separation Agreement • September 16th, 2014 • CST Brands, Inc. • Retail-auto dealers & gasoline stations • Texas

This Separation Agreement (the “Agreement”) is entered into between CST Brands, Inc. (“CST” or “Company”) and [Name], the [Position] of CST (“[Mr.][Ms.] ” or “Executive”) on this ____day of __________, 2014 (the “Effective Date”).

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Employee Restricted Stock Unit Award
Award Agreement • September 16th, 2014 • CST Brands, Inc. • Retail-auto dealers & gasoline stations

This Award Agreement (this “Agreement”) is between CST Brands, Inc., a Delaware corporation (“Company”), and [___________], an Employee of the Company or one of its affiliates (“Participant”), who agree as follows:

CST BRANDS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 16th, 2014 • CST Brands, Inc. • Retail-auto dealers & gasoline stations • Delaware

This Indemnification Agreement (“Agreement”) is executed to be effective as of __________, 20__ by and between CST Brands, Inc., a Delaware corporation (the “Company”), and ______________________ (“Indemnitee”).

AWARD AGREEMENT CST Brands, Inc. Amended and Restated 2013 Omnibus Stock and Incentive Plan
Award Agreement • September 16th, 2014 • CST Brands, Inc. • Retail-auto dealers & gasoline stations

This Award Agreement (this “Agreement”) is entered into between CST Brands, Inc., a Delaware corporation (“Company”), and Participant pursuant to the terms of the CST Brands, Inc. Amended and Restated 2013 Omnibus Stock and Incentive Plan (as amended, effective June 4, 2014, and as may be further amended from time to time, the “Plan”). As used herein, “Participant” means [_____________], an Employee of Company. Capitalized terms used in this Agreement but not otherwise defined in this Agreement have the meanings set forth in the Plan.

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