100% Uses in Other Termination of Employment Clause

Other Termination of Employment from Performance Share Unit Agreement

This Performance Share Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as otherwise provided in Sections 1.7 and 1.8(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the applicable Performance Period, the Participant shall forfeit 100% of such Participants PSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock, cash or any payment of any Dividend Equivalents regardless of the level of Performance Goals achieved for the respective Performance Periods.

Other Termination of Employment from Restricted Share Unit Agreement

This Restricted Share Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as otherwise provided in Sections 1.5 and 1.6(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the applicable Vesting Period, the Participant shall forfeit 100% of such Participants RSUs that have not become payable, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as provided in Sections 1.6 and 1.7(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Performance Period, the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock, cash or any payment of any Dividend Equivalents regardless of the level of Performance Goals achieved for the respective Performance Periods.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as provided in Sections 1.6 and 1.7(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Performance Period, the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock, cash or any payment of any Dividend Equivalents regardless of the level of Performance Goals achieved for the respective Performance Periods.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of the Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as provided in Sections 1.5 and 1.6(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Vesting Period, the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of the Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as otherwise provided in Sections 1.5 and 1.6(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of any applicable installment term within the Vesting Period, the Participant shall forfeit 100% of such Participants CSUs that have not become payable, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of the (Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Performance Period (except as provided in Sections 1.6 and 1.7(a) above, or as determined by the Committee), the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents regardless of the level of Performance Goals achieved for the respective Performance Periods.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of the Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Vesting Period (except as provided in Sections 1.5 and 1.6(a) above, or as determined by the Committee), the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of (the Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of the Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Except as otherwise provided in Sections 1.5 and 1.6(a) above, or as determined by the Committee, upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of any applicable installment term within the Vesting Period, the Participant shall forfeit 100% of such Participants CSUs that have not become payable, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents.

Other Termination of Employment from Common Stock Unit Agreement

This Common Stock Unit Agreement (the Agreement), entered into as of the (Agreement Date), by and between Sunoco, Inc. (Sunoco) and , an employee of Sunoco or one of its Affiliates (the Participant);

Other Termination of Employment. Upon termination of the Participants employment with Sunoco or one of its Affiliates prior to the end of the Performance Period (except as provided in Sections 1.6 and 1.7(a) above, or as determined by the Committee), the Participant shall forfeit 100% of such Participants CSUs, together with the related Dividend Equivalents, and the Participant shall not be entitled to receive any Common Stock or any payment of any Dividend Equivalents regardless of the level of Performance Goals achieved for the respective Performance Periods.