Sunoco 2013 Annual Report Download - page 173

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Initial Financial Statements. If any change in any such accounting principle or practice is required
in order for such principle or practice to continue as a generally accepted accounting principle or
practice, all reports and financial statements required hereunder with respect to the MLP or with
respect to the MLP and its Consolidated Subsidiaries may be prepared in accordance with such
change, but all calculations and determinations to be made hereunder may be made in accordance
with such change only after notice of such change is given to each Lender, and the MLP, the Borrower
and Required Lenders agree to such change insofar as it affects the accounting of the MLP and its
Consolidated Subsidiaries.
"General Partners" means the Borrower General Partner and the MLP General Partner.
"Governmental Authority" means the government of the United States or any other nation,
or of any political subdivision thereof, whether state or local, and any agency, authority,
instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative,
judicial, taxing, regulatory or administrative powers or functions of or pertaining to government
(including any supra-national bodies such as the European Union or the European Central Bank).
"Guarantee" means, as to any Person, any (a) any obligation, contingent or otherwise, of
such Person guaranteeing or having the economic effect of guaranteeing any Indebtedness or other
obligation payable or performable by another Person (the "primary obligor") in any manner, whether
directly or indirectly, and including any obligation of such Person, direct or indirect, (i) to purchase
or pay (or advance or supply funds for the purchase or payment of) such Indebtedness or other
obligation, (ii) to purchase or lease property, securities or services for the purpose of assuring the
obligee in respect of such Indebtedness or other obligation of the payment or performance of such
Indebtedness or other obligation, (iii) to maintain working capital, equity capital or any other
financial statement condition or liquidity or level of income or cash flow of the primary obligor so
as to enable the primary obligor to pay such Indebtedness or other obligation, or (iv) entered into
for the purpose of assuring in any other manner the obligee in respect of such Indebtedness or other
obligation of the payment or performance thereof or to protect such obligee against loss in respect
thereof (in whole or in part), or (b) any Lien on any assets of such Person securing any Indebtedness
or other obligation of any other Person, whether or not such Indebtedness or other obligation is
assumed by such Person (or any right, contingent or otherwise, of any holder of such Indebtedness
to obtain any such Lien). The term "Guarantee" shall exclude endorsements in the ordinary course
of business of negotiable instruments in the course of collection. The amount of any Guarantee
shall be deemed to be an amount equal to the lesser of (i) the stated or determinable amount of the
related primary obligation, or portion thereof, in respect of which such Guarantee is made, or (ii)
if not stated or determinable or if such Guarantee by its terms is limited to less than the full amount
of such primary obligation, the maximum reasonably anticipated liability in respect thereof as
determined by the guaranteeing Person in good faith or the amount to which such Guarantee is
limited. The term "Guarantee" as a verb has a corresponding meaning.
"Guarantor" means the MLP.