THE PROSPECIVE PURCHASER AGREEMENT ENTERED INTO BY EPA, DOJ, PHILADELPHIA ENERGY SOLUTIONS LLC, PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC AND SUNOCO, INC (R&M) BECAME EFFECTIVE ON SEPTEMBER 27, 2012. THE AGREEMENT RESOLVES CERTAIN POTENTIAL CLAIMS AGAINST THE LLCS UNDER SECTIONS 106 AND 107(a) OF CERCLA, 42 U.S.C. SECTION 9606 AND 9607(a) AND SECTIONS 3005 ND 3008(a) OF RCRA, 42 U.S.C. SECTION 6925 AND 6928(a) REGARDING THEIR PURCHASE OF HE FORMER SUNOCO REFINERY LOCATED ON PASSYUNK AVENUE IN PHILADELPHIA. THE AGREEMENT ALSO REQUIRES THE LLCS TO PAY $100,000 TO THE UNITED STATES FOR CONSIDERATION FOR THE COVENANT NOT TO SUE AND REQUIRES SUNOCO TO PROVIDE EPA WITH FINANCIAL ASSURANCE FOR COMPLETION ITS RCRA CORRECTIVE ACTION OBLIGATION AT THE REFINERY. THE LLCS INTEND TO CONDUCT CRUDE OIL REFINING, CHEMICAL, AND ENERGY BUSINESSES AT THE REFINERY.