SUN » Topics » % Senior Notes due 20

This excerpt taken from the SUN POSASR filed Mar 26, 2009.

        % Senior Notes due 20    






SECTION 1.1 Form.


SECTION 1.2 Title, Amount and Payment of Principal and Interest.


SECTION 1.3 Registrar and Paying Agent.


SECTION 1.4 Transfer and Exchange.


SECTION 1.5 Legends.


SECTION 1.6 Defeasance and Discharge.


SECTION 1.7 Additional Covenants.


SECTION 1.8 Additional Default


SECTION 1.9 Additional Definitions




SECTION 2.1 Redemption.




SECTION 3.1 Table of Contents, Headings, etc.


SECTION 3.2 Counterpart Originals.


SECTION 3.3 Governing Law.


EXHIBIT A Form of Note




INDENTURE dated as of             , 20     is among SUNOCO, INC., a Pennsylvania corporation (the “Company”), and U.S. BANK
NATIONAL ASSOCIATION, a national banking association duly incorporated and existing under the laws of the United States of America, as trustee (the “Trustee”). Each capitalized term used but not defined in this
             Supplemental Indenture shall have the meaning assigned to such term in the Original Indenture (as defined below).

STYLE="margin-top:24px;margin-bottom:0px" ALIGN="center">RECITALS:

WHEREAS, the Company
executed and delivered to the Trustee an Indenture dated as of             , 20     (the “Original Indenture”), providing for the
issuance by the Company from time to time of its debentures, notes, bonds or other evidences of indebtedness, issued and to be issued in one or more series unlimited as to principal amount (the “Debt Securities”);

WHEREAS, on             , 20     the Company issued
pursuant to the Original Indenture, as supplemented and amended by the              Supplemental Indenture dated as of
            , 20     among the Company and U.S. Bank National Association, as trustee, a
             series of Debt Securities designated the “            % Senior Notes due
20    ”;

WHEREAS, the Company has duly authorized and desires to issue pursuant to the Original Indenture,
as supplemented and amended by this              Supplemental Indenture, a              series of Debt Securities
designated the “            % Senior Notes due 20    ” (the “Notes”);

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">WHEREAS, the Company desires to issue the Notes pursuant to Section 2.01 of the Original Indenture, which Article permits the execution of
supplemental indentures to establish the form and terms of Debt Securities of any series;

WHEREAS, pursuant to Section 11.01 of the
Original Indenture, the Company has requested that the Trustee join in the execution of this              Supplemental Indenture to establish the form and terms of the Notes;

WHEREAS, all things necessary have been done to make the Notes, when executed by the Company and authenticated and delivered under the
Indenture and duly issued by the Company, the valid obligations of the Company, respectively, and to make this              Supplemental Indenture a valid agreement of the Company
enforceable in accordance with its terms.

NOW, THEREFORE, the Company and the Trustee hereby agree that the following provisions shall
supplement the Original Indenture:

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