Eighteenth Supplemental Indenture, dated as of December 12, 2017, by and among Energy Transfer Partners, L.P., Sunoco Logistics Partners Operations L.P. and U.S. Bank National Association, as trustee

This Eighteenth Supplemental Indenture (this “Supplemental Indenture”), dated as of December 12, 2017, is by and among Energy Transfer Partners, L.P., a Delaware limited partnership, as successor entity under the Indentures referred to below (the “Partnership”), Sunoco Logistics Partners Operations L.P., a Delaware limited partnership (the “Subsidiary Guarantor”), and U.S. Bank National Association, as trustee (the “Trustee”).

WHEREAS, the Partnership is the sole member of Sunoco Logistics Partners GP LLC, a Delaware limited liability company and general partner of the Guarantor;

WHEREAS, the Partnership is party to that certain (i) Credit Agreement dated as of December 1, 2017 among the Partnership, Wells Fargo Bank, National Association, as administrative agent, the other lenders party thereto and the other parties named therein (the “Revolving Credit Agreement”) and (ii) 364-Day Credit Agreement dated as of December 1, 2017 among the Partnership, Wells Fargo Bank, National Association, as administrative agent, the other lenders party thereto and the other parties named therein (the “364-Day Credit Agreement” and, together with the Revolving Credit Agreement, the “Credit Agreements”);

WHEREAS, the Subsidiary Guarantor entered into the following guarantees: (i) Guaranty, dated as of December 1, 2017, by and among the Subsidiary Guarantor, the Partnership and Wells Fargo Bank, National Association, as administrative agent, pursuant to which the Subsidiary Guarantor has guaranteed the obligations of the Partnership under the Revolving Credit Agreement, and (ii) Guaranty, dated as of December 1, 2017, by and among the Subsidiary Guarantor, the Partnership and Wells Fargo Bank, National Association, as administrative agent, pursuant to which the Subsidiary Guarantor has guaranteed the obligations of the Partnership under the 364-Day Credit Agreement;

WHEREAS, pursuant to Section 3.2 of each of the supplemental indentures listed on Annex A hereto to the Base Indenture, dated as of January 18, 2005 (the “Base Indenture” and, as supplemented by each such supplemental indenture and as further amended, supplemented or otherwise modified to date with respect to the applicable series of Notes, the “Indenture” and, collectively, the “Indentures”), by and among the Partnership, the guarantors party thereto and U.S. Bank National Association (as successor to Wachovia Bank, National Association), as trustee, any Subsidiary of the Partnership that is not then a Subsidiary Guarantor (as defined in each of the Indentures) guarantees, becomes a co-obligor with respect to or otherwise provides direct credit support for any other obligations of the Partnership under the Credit Agreement, then the Partnership shall cause such Subsidiary to promptly execute a supplemental indenture to the Base Indenture providing for the guarantee by such Subsidiary of the Partnership’s obligations under each series of Notes (as defined below) in accordance with Article X of the Base Indenture;

WHEREAS, Section 9.01(4) of the Base Indenture provides that, without the consent of any Holders, the applicable Indenture may be amended to provide for the addition of any Subsidiary as Subsidiary Guarantor as provided in such Indenture;

WHEREAS, the Subsidiary Guarantor desires to fully and unconditionally guarantee all of the Partnership’s obligations with respect to the Debt Securities listed on Annex A hereto (collectively, the “Notes”) in accordance with Article X of the Base Indenture;

WHEREAS, the Partnership and the Subsidiary Guarantor desire and have requested the Trustee to join in entering into this Supplemental Indenture;

WHEREAS, the Partnership and the Subsidiary Guarantor have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that (i) all conditions precedent provided in the applicable Indenture relating to the execution and delivery of this Supplemental Indenture have been complied with and (ii) the Supplemental Indenture complies with the Indentures, is authorized or permitted by the terms of the Indentures, and is valid and binding upon the Partnership and the Subsidiary Guarantor pursuant to the respective terms thereof;

WHEREAS, the Partnership and the Subsidiary Guarantor have been authorized by Board Resolutions or equivalent partnership or corporate action to enter into this Supplemental Indenture;

WHEREAS, pursuant to Section 9.01 of each applicable Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture; and

WHEREAS, all conditions necessary to authorize the execution and delivery of this Supplemental Indenture by the Partnership and the Subsidiary Guarantor to make this Supplemental Indenture valid and binding on the Partnership and the Subsidiary Guarantor, as applicable, have been complied with or have been done or performed.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Partnership, the Subsidiary Guarantor and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of each series of Notes as follows:

The Subsidiary Guarantor represents and warrants to the Trustee as follows:

Section 1.01.GOOD STANDING. It is a limited partnership duly formed, validly existing and, to the extent applicable, in good standing under the laws of the state of its formation as set forth in the preamble hereto.

Section 1.02.AUTHORIZATION. The execution, delivery and performance by it of this Supplemental Indenture have been authorized and approved by all necessary limited partnership action on its part.

Section 2.01.GUARANTEE. The Subsidiary Guarantor hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in each of the Indentures, including but not limited to Article X thereof.

Section 3.01. CAPITALIZED TERMS. Terms used herein and not defined herein shall have the meanings assigned to them in the applicable Indenture.

Section 3.02. EFFECTIVENESS OF SUPPLEMENTAL INDENTURE. This Supplemental Indenture shall become effective as of the date hereof upon its execution by the Partnership, the Subsidiary Guarantor and the Trustee.

Section 3.04. RATIFICATION OF THE INDENTURES; SUPPLEMENTAL INDENTURE. Each of the Indentures is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. Upon the execution and delivery of this Supplemental Indenture by the Partnership, the Subsidiary Guarantor and the Trustee, this Supplemental Indenture shall form a part of each applicable Indenture for all purposes, and the Partnership, the Subsidiary Guarantor, the Trustee and every Holder of each series of Notes heretofore or hereafter authenticated and delivered shall be bound hereby. Any and all references to the applicable Indenture, whether within such indenture or in any notice, certificate or other instrument or document, shall be deemed to include a reference to this Supplemental Indenture (whether or not made), unless the context shall require otherwise.

Section 3.05. GOVERNING LAW. THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

Section 3.06. THE TRUSTEE. The Trustee shall not be responsible in any manner for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals or statements contained herein, all of which are made by the Partnership and the Subsidiary Guarantor and the Trustee assumes no responsibility for their correctness.

Section 3.07. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or electronic format (i.e. “pdf” or “tif”) transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or electronic format (i.e. “pdf” or “tif”) shall be deemed to be their original signatures for all purposes.

Section 3.08. EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.