AMENDMENT NO. 1 TO TERMINALLING SERVICES AGREEMENT - ANACORTES

This Amendment No. 1 to that certain Terminalling Services Agreement - Anacortes, dated as of November 1, 2015, (the "Amendment"), between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company ("Customer") and Tesoro Logistics Operations LLC, a Delaware limited liability company ("TLO"), and for purposes of Section 33(a) of the Existing Agreement only, Tesoro Logistics GP, LLC, a Delaware limited liability company ("General Partner"), and Tesoro Logistics LP, a Delaware limited partnership ("Partnership").

WHEREAS, the Parties have entered into a Terminalling Services Agreement - Anacortes, dated as of July 1, 2014 (the "Existing Agreement"); and

WHEREAS, TLO has completed an expansion of its Clean Products truck rack, and the Parties desire for Customer to utilize such increased capacity on a committed basis pursuant to the Existing Agreement as amended hereby;

WHEREAS, TLO is not providing dedicated storage for Customer pursuant to the Existing Agreement; and

WHEREAS, the Parties hereto desire to amend the Existing Agreement to (i) revise the Minimum Clean Products Commitment and the Clean Products Reserved Capacity via the truck rack at the Terminal and (ii) delete superfluous language in the Agreement, on the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the premises set forth above and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1.Definitions.    Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Existing Agreement.

(b)Section 3 of the Existing Agreement is hereby amended by deleting the words of Section 3(b) in its entirety and substituting in lieu thereof the word "RESERVED".

(c)Section 4(c) of the Existing Agreement is hereby amended by deleting the words "dedicated to or otherwise" in such Section.

(d)Section 4(c) of the Existing Agreement is hereby amended by deleting the words "(a) in the case of dedicated storage, entirely to Customer and (b) in the case of commingled storage, " in such Section.

(e)Section 5 of the Existing Agreement is hereby amended by deleting the words from such Section in its entirety and substituting in lieu thereof the word "RESERVED"; and

(f)Section 12 of the Existing Agreement is hereby amended by deleting the words from such Section in its entirety and substituting in lieu thereof the word "RESERVED"; and

(g)Section 32 of the Existing Agreement is hereby amended by deleting such Section in its entirety and

substituting in lieu thereof the following new Section 32:

Should Customer desire to subcontract to a third party ("Replacement Customer") any storage or throughput subject to a Terminal Service Order, Customer must notify TLO in writing prior to the proposed start of the subcontract. TLO has the right to approve any Replacement Customer, which approval shall not be unreasonably withheld, conditioned or delayed. Unless otherwise agreed to in writing between Customer and TLO, and between Replacement Customer and TLO, Customer will continue to be liable for all terms and conditions of this Agreement related to any subcontracted storage or throughput capacity, including but not limited to, remittance of any fees set forth in a Terminal Service Order applicable to the subcontracted storage or throughput capacity. Customer shall be responsible for collection of any fees due to Customer from the Replacement Customer. Customer and TLO may mutually agree that operational notices concerning scheduling and similar matters can be directly provided between TLO and any Replacement Customer. "

(h) Exhibit 1 of the Existing Agreement is hereby deleted in its entirety and substituted in lieu thereof is a new Exhibit 1, as attached hereto and incorporated herein; and

(i) Exhibit 2 of the Existing Agreement is hereby deleted in its entirety and substituted in lieu thereof is a new Exhibit 2, as attached hereto and incorporated herein.

3.Date of Effectiveness; Limited Effect. This Amendment will become effective on November 1, 2015 (the "Effective Date"). Except as expressly provided in this Amendment, all of the terms and provisions of the Existing Agreement are and will remain in full force and effect and are hereby ratified and confirmed by the parties. Without limiting the generality of the foregoing, the amendments contained herein will not be construed as an amendment to or waiver of any other provision of the Existing Agreement or as a waiver of or consent to any further or future action on the part of either Party that would require the waiver or consent of the other Party. On and after the Effective Date, each reference in the Existing Agreement to "this Agreement," "the Agreement," "hereunder," "hereof," "herein" or words of like import will mean and be a reference to the Existing Agreement as amended by this Amendment.

(a)This Amendment is governed by, and construed in accordance with, the laws of the State of Texas, without regard to the conflict oflaws provisions of such State.

(b)This Amendment shall inure to the benefit of and be binding upon each of the Parties and each of their respective successors and permitted assigns.

(c)The headings in this Amendment are for reference only and do not affect the interpretation of this Amendment.

(d)This Amendment may be executed in counterparts, each of which is deemed an original, but all of which constitutes one and the same agreement. Delivery of an executed counterpart of this Amendment electronically or by facsimile shall be effective as delivery of an original executed counterpart of this Amendment.

(e)This Amendment constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter.

This Terminal Service Order is entered as of ____, 20__, by and between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company, and Tesoro Logistics Operations LLC, a Delaware limited liability company, pursuant to and in accordance with the terms of the Terminalling Services Agreement - Anacortes, dated as of July 1, 2014, by and among such parties and Tesoro Logistics GP, LLC, a Delaware limited liability company, and Tesoro Logistics LP, a Delaware limited partnership (as amended, supplemented, or otherwise modified from time to time, the "Agreement").