EXHIBIT 10.1 ------------ EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of November 28, 2006 by and between Susser Holdings Corporation, a Delaware corporation (the "Company"), and Ronald D. Coben ("Executive"). NOW THEREFORE, in consideration of the...Employment Agreement • November 28th, 2006 • Susser Holdings CORP • Retail-convenience stores • Texas
Susser Holdings Corporation 3,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2011 • Susser Holdings CORP • Retail-convenience stores • New York
Introductory. Susser Holdings Corporation, a Delaware corporation (the “Company”) confirms its agreement to sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and the other several Underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective number of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 525,000 additional shares of Common Stock to cover overallotments, if any. The aforesaid 3,500,000 shares of Common Stock (the “Initial Securities”) to be purchased by the Underwriters and all or any part of the 525,000 shares of Common Stock subject to the option described in Section 2(b) hereof (the “Option Securities”) are herein called, collectively, the “Securities.” Merrill Lynch has agreed to
REGISTRATION RIGHTS AGREEMENT by and among Susser Holdings, L.L.C. Susser Finance Corporation and Banc of America Securities LLC BMO Capital Markets Corp. Wells Fargo Securities, LLC RBC Capital Markets Corporation Morgan Keegan & Company, Inc. BBVA...Registration Rights Agreement • May 14th, 2010 • Susser Holdings CORP • Retail-convenience stores • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 7, 2010, by and among Susser Holdings, L.L.C., a Delaware limited liability company (the “Company”), and Susser Finance Corporation, a Delaware corporation (“SFC” and, together with the Company, the “Issuers”), the guarantors listed on Schedule A hereto (collectively, the “Guarantors”), and Banc of America Securities LLC on behalf of itself and as representative of the several initial purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has severally agreed to purchase the Issuers’ 8.50% Senior Notes due 2016 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
W I T N E S S E T HSusser Holdings CORP • November 13th, 2006 • Retail-convenience stores • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 8, 2013 AMONGCredit Agreement • August 9th, 2013 • Susser Holdings CORP • Retail-convenience stores • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of April 8, 2013, among SUSSER HOLDINGS, L.L.C., a Delaware limited liability company (the “Borrower”), SUSSER HOLDINGS CORPORATION, a Delaware corporation (“Holdings”), STRIPES HOLDINGS LLC, a Delaware limited liability company (“Stripes Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
UNDERWRITING AGREEMENTUnderwriting Agreement • July 19th, 2012 • Susser Holdings CORP • Retail-convenience stores
SUSSER HOLDINGS, L.L.C. SUSSER FINANCE CORPORATION, as Issuers The GUARANTORS party hereto, as Guarantors and WELLS FARGO BANK, N.A., as Trustee 8.50% SENIOR NOTES DUE 2016 INDENTURE Dated as of May 7, 2010Supplemental Indenture • May 14th, 2010 • Susser Holdings CORP • Retail-convenience stores • New York
INDENTURE dated as of May 7, 2010 among Susser Holdings, L.L.C., a Delaware limited liability company (the “Company”), Susser Finance Corporation, a Delaware corporation (“SFC” and, together with the Company, the “Issuers”), each of the Guarantors party hereto, as Guarantors (as defined herein), and Wells Fargo Bank, N.A., as trustee (the “Trustee”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2007 • Susser Holdings CORP • Retail-convenience stores • Texas
WHEREAS, pursuant to the closing of the transactions (the “Closing”) described in the Agreement and Plan of Merger, dated as of November 4, 2005, by and among Susser Holdings, L.L.C. (“Susser Holdings”), Stripes Acquisition LLC and Stripes Holdings (the “Merger Agreement”), Stripes Holdings acquired all of the outstanding membership interests of Susser Holdings;
BRANDED DISTRIBUTOR MARKETING AGREEMENT (SHAMROCK BRAND)Distributor Marketing Agreement • October 4th, 2006 • Susser Holdings CORP • Retail-convenience stores
SUMMARY: This notice contains a summary of Title I of the Petroleum Marketing Practices Act, as amended (the Act). The Petroleum Marketing Practices Act was originally enacted on June 19, 1978, and was amended by the Petroleum Marketing Practices Act Amendments of 1994, enacted on October 19, 1994. On August 30, 1978, the Department of Energy published in the Federal Register a summary of the provisions of Title I of the 1978 law, as required by the Act. The Department is publishing this revised summary to reflect key changes made by the 1994 amendments.
AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2009 • Susser Holdings CORP • Retail-convenience stores
This AMENDMENT (this “Amendment”) is entered into as of December 22, 2008 by and among Susser Holdings Corporation, a Delaware corporation (the “Company”) and Sam L. Susser (the “Executive”). Any capitalized term used but not defined herein shall have the meaning ascribed thereto in the Employment Agreement (as hereinafter defined), except as otherwise provided.
Lock-Up AgreementLock-Up Agreement • July 26th, 2012 • Susser Holdings CORP • Retail-convenience stores
MASTER AGREEMENTMaster Agreement • October 4th, 2006 • Susser Holdings CORP • Retail-convenience stores • Texas
This Master Agreement (“Agreement”) is made and entered into as of July 28, 2006 (the “Effective Date”) by and between Valero Marketing and Supply Company, a Delaware corporation (“VMSC”) and Susser Petroleum Company, LP, a Texas limited partnership (“Distributor”).
Unbranded Supply AgreementUnbranded Supply Agreement • October 4th, 2006 • Susser Holdings CORP • Retail-convenience stores • Texas
THIS UNBRANDED SUPPLY AGREEMENT (“AGREEMENT”) IS ENTERED INTO BY AND BETWEEN SUSSER PETROLEUM COMPANY, LP (“BUYER”) AND VALERO MARKETING AND SUPPLY COMPANY (“SELLER”).
OMNIBUS AGREEMENT among SUSSER PETROLEUM PARTNERS LP, SUSSER PETROLEUM PARTNERS GP LLC and SUSSER HOLDINGS CORPORATIONOmnibus Agreement • September 28th, 2012 • Susser Holdings CORP • Retail-convenience stores
This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), among Susser Holdings Corporation, a Delaware corporation (“SHC”), Susser Petroleum Partners GP LLC, a Delaware limited liability company (the “General Partner”), and Susser Petroleum Partners LP, a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
Stock Option Agreement2013 Equity Incentive Plan • May 28th, 2013 • Susser Holdings CORP • Retail-convenience stores • Delaware
THIS AGREEMENT (the “Agreement”) is made between Susser Holdings Corporation, a Delaware corporation (the “Company”), and the individual to whom the corresponding Grant (as hereinafter defined) is made (hereinafter, the “Participant”), as of the date of Grant acceptance:
REGISTRATION RIGHTS AGREEMENT SUSSER HOLDINGS CORPORATION Dated as of October 24, 2006Registration Rights Agreement • April 2nd, 2007 • Susser Holdings CORP • Retail-convenience stores
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated October 24, 2006, is entered into by and among Susser Holdings Corporation, a Delaware corporation (the “Company”), Stripes Holdings, L.P., a Delaware limited partnership (“Stripes LP”), Wellspring Capital Partners III, L.P., a Delaware limited partnership (“Wellspring” and, together with Stripes LP, the “Wellspring Parties”), Sam L. Susser (“Susser”) and the other persons or entities listed on Exhibit A attached hereto (together with Susser, the “Susser Parties”).
Stripes LLC Corpus Christi, TX Corporate Account Agreement January 12, 2011Corporate Account Agreement • June 16th, 2011 • Susser Holdings CORP • Retail-convenience stores • Texas
* CONFIDENTIAL TREATMENT REQUESTED: INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND IS NOTED WITH “[***].” AN UNREDACTED VERSION OF THIS DOCUMENT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 2nd, 2007 • Susser Holdings CORP • Retail-convenience stores • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 24, 2006 (this “Agreement”), is among Susser Holdings Corporation, a Delaware corporation (the “Company”) and Stripes Investment Corp., a Delaware corporation (“Blocker Corp.”).
Restricted Stock AgreementRestricted Stock Agreement • May 28th, 2013 • Susser Holdings CORP • Retail-convenience stores • Delaware
THIS AGREEMENT (the “Agreement”) is made between Susser Holdings Corporation, a Delaware corporation (the “Company”), and the individual to whom the corresponding Grant (as hereinafter defined) is made (hereinafter, the “Participant”), as of the date of Grant acceptance:
FUEL DISTRIBUTION AGREEMENTFuel Distribution Agreement • September 28th, 2012 • Susser Holdings CORP • Retail-convenience stores
This Fuel Distribution Agreement (the “Agreement”) made and entered into between Susser Petroleum Operating Company LLC, with a business address of 555 East Airtex Drive, Houston, Texas 77073 (the “Seller”), and Susser Holdings Corporation, Stripes LLC and Susser Petroluem Company LLC, each with a business address of 4525 Ayers, Corpus Christi, Texas 78415 (collectively, with all of their respective divisions, subsidiaries or affiliates, other than the Partnership as defined below, the “Purchaser” or “SHC”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 28th, 2013 • Susser Holdings CORP • Retail-convenience stores • Delaware
THIS AGREEMENT (the “Agreement”) is made between Susser Holdings Corporation, a Delaware corporation (the “Company”), and the individual to whom the corresponding Grant (as hereinafter defined) is made (hereinafter, the “Participant”), as of the date of Grant acceptance:
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 2nd, 2007 • Susser Holdings CORP • Retail-convenience stores • Delaware
This Second Amended and Restated Limited Liability Company Agreement of Stripes Holdings LLC, a Delaware limited liability company (the “Company”), is entered into as of this 24th day of October, 2006 (this “Agreement”), by Susser Holdings Corporation, a Delaware corporation (“HoldCo” or “Sole Member”), and each other Person who at any time becomes a member of the Company (a “Member”) in accordance with the terms of this Agreement and the Act.
AMENDMENT TO THIRD ADDENDUM TO DISTRIBUTOR FRANCHISE AGREEMENTDistributor Franchise Agreement • May 12th, 2006 • Susser Holdings CORP
This Amendment to the Third Addendum to Distributor Franchise Agreement is entered into by and between CITGO Petroleum Corporation (“CITGO”) and SSP Partners (“SSP”) on March 28, 2001.
12,500,000 TERM LOAN AND PLEDGE AGREEMENTLoan and Pledge Agreement • September 28th, 2012 • Susser Holdings CORP • Retail-convenience stores • New York
This TERM LOAN AND PLEDGE AGREEMENT is entered into as of September 25, 2012 between SUSSER HOLDINGS CORPORATION, a Delaware corporation (the “Borrower”), and BANK OF AMERICA, N.A. (the “Lender”).
November 12, 2007Susser Holdings CORP • March 14th, 2008 • Retail-convenience stores
AGREEMENT AND PLAN OF MERGER by and among SUSSER HOLDINGS, L.L.C., STRIPES HOLDINGS LLC and STRIPES ACQUISITION LLC Date: November 4, 2005Agreement and Plan of Merger • May 12th, 2006 • Susser Holdings CORP • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of November 4, 2005 (this “Agreement”), by and among Stripes Holdings LLC, a limited liability company existing under the laws of Delaware (“Parent”), Stripes Acquisition LLC, a limited liability company existing under the laws of Delaware and wholly-owned subsidiary of Parent (“Merger Sub”), and Susser Holdings, L.L.C., a limited liability company existing under the laws of Delaware (the “Company”).
ADDENDUM TO DISTRIBUTOR FRANCHISE AGREEMENTDistributor Franchise Agreement • May 12th, 2006 • Susser Holdings CORP
THIS ADDENDUM TO DISTRIBUTOR FRANCHISE AGREEMENT is entered into on this 15 day of January, 1996, by and between SSP Partners, P.O. Box 9036, Corpus Christi, Texas 78469 (the “Company”) and CITGO Petroleum Corporation, a Delaware corporation, having offices at 6100 South Yale, Tulsa, Oklahoma 74136 (“CITGO” ).
AMENDED AND RESTATED CREDIT AGREEMENT Among SUSSER HOLDINGS, L.L.C., as Borrower, SUSSER HOLDINGS CORPORATION, as Parent Guarantor, BANK OF AMERICA, N.A., as Revolving Administrative Agent, Swing Line Lender, and L/C Issuer, WELLS FARGO BANK, NATIONAL...Credit Agreement • May 14th, 2010 • Susser Holdings CORP • Retail-convenience stores • New York
This Amended and Restated Credit Agreement dated as of May 7, 2010, is among SUSSER HOLDINGS, L.L.C., a Delaware limited liability company, as Borrower, SUSSER HOLDINGS CORPORATION, a Delaware corporation, as Parent Guarantor, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Revolving Administrative Agent”), Swing Line Lender, and L/C Issuer.
CHEVRON BRANDED MARKETER AGREEMENTChevron Branded Marketer Agreement • October 28th, 2011 • Susser Holdings CORP • Retail-convenience stores
CHEVRON PRODUCTS COMPANY (“Chevron”), a division of Chevron U.S.A. Inc., and SUSSER PETROLEUM COMPANY LLC (“Marketer”) hereby agree as follows:
CHEVRON BRANDED MARKETER AGREEMENTChevron Branded Marketer Agreement • August 28th, 2008 • Susser Holdings CORP • Retail-convenience stores
CHEVRON PRODUCTS COMPANY (“Chevron”), a division of Chevron U.S.A. Inc., and SUSSER PETROLEUM CO LLC (“Marketer”) hereby agree as follows:
GUARANTY OF COLLECTIONGuaranty of Collection • September 28th, 2012 • Susser Holdings CORP • Retail-convenience stores • New York
THIS GUARANTY OF COLLECTION (this “Agreement”) is made as of September 25, 2012 by Susser Holdings Corporation, a Delaware corporation (the “Parent Guarantor”), to and in favor of (i) Bank of America, N.A., as lender (the “Term Loan Lender”) under that certain Term Loan and Security Agreement dated even herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Term Loan Agreement”), between Susser Petroleum Partners, LP, a Delaware limited partnership (the “Borrower”) and the Term Loan Lender, and (ii) Bank of America, N.A., as administrative agent (the “Agent”) under that certain Credit Agreement dated even herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement”, and together with the Term Loan Agreement, collectively, the “Loan Agreements”) among the Borrower, the Agent and the lenders party thereto from time to time (collectively, the “Lenders”), for the benefit of such Lenders.
CREDIT AGREEMENT Among SUSSER HOLDINGS, L.L.C., as Borrower, SUSSER HOLDINGS CORPORATION, as Parent Guarantor, BANK OF AMERICA, N.A., as Term Administrative Agent, BANK OF AMERICA, N.A., as Revolving Administrative Agent, Swing Line Lender, and L/C...Assignment and Assumption • December 15th, 2009 • Susser Holdings CORP • Retail-convenience stores • New York
This Credit Agreement dated as of November 13, 2007, is among SUSSER HOLDINGS, L.L.C., a Delaware limited liability company, as Borrower, SUSSER HOLDINGS CORPORATION, a Delaware corporation, as Parent Guarantor, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as administrative agent for the Term Lenders (in such capacity, the “Term Administrative Agent” and BANK OF AMERICA, N.A., as administrative agent for the Revolving Lenders (in such capacity, the “Revolving Administrative Agent”), Swing Line Lender, and L/C Issuer.
NOTE GUARANTEESusser Holdings CORP • November 19th, 2007 • Retail-convenience stores
For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture dated as of December 21, 2005 (the “Indenture”) among Stripes Acquisition LLC, a Delaware limited liability company (subsequently merged with and into Susser Holdings, L.L.C., a Delaware limited liability company) (the “Company”), Susser Finance Corporation, a Delaware corporation (“SFC” and together with the Company, the “Issuers”), the Guarantors party thereto and The Bank of New York, as trustee (the “Trustee”), (a) the due and punctual payment of the principal of, premium and Additional Interest, if any, and interest on, the Notes, whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal of and interest on the Notes, if any, if lawful, and the due and punctual performance of al
Susser Holdings Corporation STOCK OPTION AGREEMENT2006 Equity Incentive Plan • August 13th, 2010 • Susser Holdings CORP • Retail-convenience stores • Delaware
THIS AGREEMENT (the “Agreement”) is made between Susser Holdings Corporation, a Delaware corporation (the “Company”), and the individual to whom the corresponding Grant (as hereinafter defined) is made (hereinafter, the “Participant”), as of the date of Grant acceptance:
Susser Holdings Corporation 2006 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTOption Form Agreement • July 20th, 2006 • Susser Holdings CORP • Retail-convenience stores • Delaware
