ASSET PURCHASE AGREEMENT by and among 7-ELEVEN, INC. and SEI FUEL SERVICES, INC., as Buyers, SUSSER PETROLEUM PROPERTY COMPANY LLC SUNOCO RETAIL LLC, STRIPES LLC, TOWN & COUNTRY FOOD STORES, INC., and MACS RETAIL LLC, as Sellers, and, solely for...Asset Purchase Agreement • April 6th, 2017 • Sunoco LP • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of April 6, 2017 (the “Signing Date”), by and among Susser Petroleum Property Company LLC, a Delaware limited liability company (“PropCo”), Sunoco Retail LLC, a Pennsylvania limited liability company (“Sunoco Retail”), Stripes LLC, a Texas limited liability company (“Stripes”), Town & Country Food Stores, Inc., a Texas corporation (“Town & Country”) and MACS Retail LLC, a Virginia limited liability company (“MACS,” and, together with PropCo, Sunoco Retail, Stripes and Town & Country, referred to herein collectively as “Sellers,” and each, individually, as a “Seller”), 7-Eleven, Inc., a Texas corporation (“7-Eleven”) and SEI Fuel Services, Inc., a Texas corporation and wholly-owned subsidiary of 7-Eleven (“SEI Fuel,” and, together with 7-Eleven, referred to herein collectively as “Buyers,” and each, individually, as a “Buyer”), and, solely for the purposes of Section 5.21 of this Agreement, Sunoco Finance Corp., a Delaw
GUARANTEE AGREEMENTGuarantee Agreement • April 6th, 2017 • Sunoco LP • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
This Guarantee Agreement, dated as of April 6, 2017 (this “Guarantee Agreement”), is made by Sunoco LP, a Delaware limited partnership (“SUN”) and by Sunoco, LLC, a Delaware limited liability company (“Supply Co”, together with SUN, the “Guarantors”), in favor of 7-Eleven, Inc., a Texas corporation (“7-Eleven”), SEI Fuel Services, Inc., a Texas corporation and wholly-owned subsidiary of 7-Eleven (“SEI Fuel,” and, together with 7-Eleven, referred to herein collectively as “Buyers,” and each, individually, as a “Buyer”; Guarantors and Buyers are referred to herein collectively as the “Parties,” and each, individually, as a “Party”) and the other Buyer Indemnified Parties. Reference is hereby made to that certain Asset Purchase Agreement (as may be amended from time to time in accordance with its terms, the “Purchase Agreement”), dated as of April 6, 2017, by and among Susser Petroleum Property Company LLC, a Delaware limited liability company (“PropCo”), Sunoco Retail LLC, a Pennsylvania
