KELLY A. JOHNSON 

Acting Assistant Attorney General 

Environment and Natural Resources Division 

U.S. Department of Justice 

Washington, D.C. 20530 

PATRICK L. MEEHAN 

United States Attorney 

MARGARET L. HUTCHINSON 

Assistant United States Attorney 

Eastern District of Pennsylvania 

615 Chestnut Street Suite 1250 

Philadelphia, PA 19106 

MICHAEL J. McNULTY 

Trial Attorney 

Environmental Enforcement Section 

U.S. Department of Justice 

P.O. Box 7611 

Ben Franklin Station 

Washington, D.C. 20044-7611 

(202) 514-1210 

michael.mcnulty@usdoj.gov 

Attorneys for Plaintiff United States 

[Additional Counsel identified on signature pages.] 

IN THE UNITED STATES DISTRICT COURT 

FOR THE EASTERN DISTRICT OF PENNSYLVANIA 

UNITED STATES OF AMERICA )

 Plaintiff, ) 

)

 and )

 )

STATE OF PENNSYLVANIA )

CITY OF PHILADELPHIA )

STATE OF OKLAHOMA )

STATE OF OHIO )

 Plaintiff/Intervenors, ) 

)

 v. )

 )

SUNOCO, INC. )

 Defendant, ) 

____________________________________) 

CIVIL ACTION NO. 

CONSENT DECREE
TABLE OF CONTENTS

I. JURISDICTION AND VENUE ..........................................................................................9 

II. APPLICABILITY AND BINDING EFFECT.....................................................................9 

III. OBJECTIVES....................................................................................................................11 

IV. DEFINITIONS...................................................................................................................11 

V. AFFIRMATIVE RELIEF/ENVIRONMENTAL PROJECTS..........................................20 

A. NOx Emissions Reductions from FCCUs..........................................................................20 

B. SO2 Emissions Reductions from FCCUs...........................................................................22 

C. Control of PM Emissions from FCCUs.............................................................................24 

D. Control of CO Emissions from FCCUs.............................................................................25 

E. NSPS Subparts A and J Applicability at FCCU Regenerators. .........................................26 

F. NOx Emission Reductions from Heaters and Boilers. .......................................................27 

G. SO2 Emissions Reductions from and NSPS Applicability for Heaters and Boilers. .........33 

H. Sulfur Reductions at the Tulsa Refinery............................................................................34 

I. Sulfur Recovery Plants - NSPS Applicability....................................................................34 

J. Hydrocarbon Flaring Devices. ...........................................................................................41 

K. Control of Acid Gas Flaring and Tail Gas Incidents. .........................................................44 

L. Control of Hydrocarbon Flaring Incidents.........................................................................55 

M. Benzene Waste NESHAP Program Enhancements. ..........................................................56 

N. Leak Detection and Repair Program Enhancements..........................................................79 

O. Incorporation of Consent Decree Requirements into Federally Enforceable

Permits. ..............................................................................................................................92 

VI. EMISSION CREDIT GENERATION...............................................................................94 

VII. MODIFICATIONS TO IMPLEMENTATION SCHEDULES.........................................97 

VIII. SUPPLEMENTAL AND COMMUNITY ENVIRONMENTAL PROJECTS

AND STATE AND LOCAL ENVIRONMENTALLY BENEFICIAL PROJECTS......100 

IX. REPORTING AND RECORDKEEPING.......................................................................105 

X. CIVIL PENALTY............................................................................................................106

XI. STIPULATED PENALTIES...........................................................................................108 

A. Non-Compliance with Requirements for NOx Emission Reductions from FCCUs........109 

B. Non-Compliance with Requirements for SO2 Emission Reductions from FCCUs.........110 

C. Non-Compliance with Requirements for PM Emissions from FCCUs...........................111 

D. Non-Compliance with Requirements for CO Emissions from FCCUs...........................112 

i 
E. Failure to Commence Shutdown to Tie-in the SCR and/or WGS at the Marcus

Hook FCCU by June 15, 2010.........................................................................................112 

F. Non-Compliance with Requirements for NOx Emission Reductions from Heaters

and Boilers. ......................................................................................................................113 

G. Non-Compliance with Requirements for SO2 Emission Reductions from Heaters

and Boilers. ......................................................................................................................114 

H. Non-Compliance with Requirements for NSPS Applicability to Sulfur Recovery

Plants................................................................................................................................116 

I. Non-Compliance with Requirements for NSPS Applicability of Flaring Devices..........118 

J. Non-Compliance with Requirements for Control of Acid Gas Flaring Incidents

and Tail Gas Incidents......................................................................................................119

K. Non-Compliance with Requirements for Control of Hydrocarbon Flaring

Incidents...........................................................................................................................122 

L. Non-Compliance with Requirements for Benzene Waste NESHAP Program

Enhancements. .................................................................................................................122 

M. Non-Compliance with Requirements for Leak Detection and Repair Program

Enhancements. .................................................................................................................125 

N. Non-Compliance with Requirements for Reporting and Recordkeeping. .......................127 

O. Non-Compliance with Requirements for Payment of Civil Penalties. ............................127 

P. Non-Compliance with Requirement to Pay Stipulated Penalties.....................................127 

Q. Non-Compliance with Requirements Related to Supplemental Environmental

Projects.............................................................................................................................127 

R. Non-Compliance with Requirements to Incorporate Consent Decree 

Requirements into Federally-Enforceable Permits under Section V.O. ..........................128 

S. General Provisions Related to Stipulated Penalties.........................................................128 

T. Stipulated Penalties Dispute.............................................................................................129

XII. INTEREST.......................................................................................................................130 

XIII. RIGHT OF ENTRY.........................................................................................................130 

XIV. FORCEMAJEURE.........................................................................................................131 

XV. RETENTION OF JURISDICTION/DISPUTE RESOLUTION.....................................134 

XVI. EFFECT OF SETTLEMENT..........................................................................................136 

XVII. GENERAL PROVISIONS ..............................................................................................148 

XVIII. TERMINATION..............................................................................................................156 

XIX. SIGNATORIES...............................................................................................................160 

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TABLE OF APPENDICES

Appendix A Milestones for Marcus Hook FCCU SCR 

Appendix B List of Heaters and Boilers Greater than 40 mmBTU Per Hour 

Appendix C Predictive Emissions Monitoring Systems Requirements 

Appendix D NSPS Subpart J Compliance Schedule for Heaters and Boilers 

Appendix E Fuel Oil Combustion Phaseout Schedule for Heaters and Boilers 

Appendix F List of Flaring Devices 

Appendix G NSPS Subpart J Compliance Schedule for Flares 

Appendix H Alternative Monitoring Protocol for Flares 

Appendix I Logic Diagram for Paragraphs 56-58 

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WHEREAS, plaintiff, the United States of America (“Plaintiff” or “the United 

States”), by the authority of the Attorney General of the United States and through its 

undersigned counsel, acting at the request and on behalf of the United States 

Environmental Protection Agency (“EPA”), has simultaneously filed a Complaint and 

lodged this Consent Decree against Sunoco, Inc. (“Sunoco”), for alleged environmental 

violations at Sunoco’s four petroleum refineries located in Marcus Hook, 

Pennsylvania/Claymont, Delaware; Philadelphia, Pennsylvania; Toledo, Ohio; and Tulsa, 

Oklahoma; 

WHEREAS, the United States alleges that Sunoco has violated and/or continues 

to violate the following statutory and regulatory provisions: 

1) Prevention of Significant Deterioration (“PSD”) requirements found at 

Part C of Subchapter I of the Clean Air Act (the “Act”), 42 U.S.C. § 7475, and the 

regulations promulgated thereunder at 40 C.F.R. § 52.21 (the “PSD Rules”); the portions 

of the applicable state implementation plans (“SIPs”) and related rules adopted as 

required by 40 C.F.R. §§ 51.165 and 51.166; and “Plan Requirements for NonAttainment Areas” at Part D of Subchapter I of the Act, 42 U.S.C. §§ 7502-7503, and the 

regulations promulgated thereunder at 40 C.F.R. § 51.165(a) and (b) and at 40 C.F.R. 

Part 51, Appendix S, and at 40 C.F.R. § 52.24 (“PSD/NSR Regulations”), for heaters and 

boilers and fluid catalytic cracking unit catalyst regenerators for NOx, SO2, CO, and PM; 

2) New Source Performance Standards (“NSPS”) found at 40 C.F.R. Part 60, 

Subparts A and J, under Section 111 of the Act, 42 U.S.C. § 7411 (“Refinery NSPS 

Regulations”), for sulfur recovery plants, fuel gas combustion devices, and fluid catalytic 

cracking unit catalyst regenerators; 

1 
3) Leak Detection and Repair (“LDAR”) requirements promulgated pursuant 

to Sections 111 and 112 of the Act, and found at 40 C.F.R. Part 60 Subparts VV and 

GGG; 40 C.F.R. Part 61, Subparts J and V; and 40 C.F.R. Part 63, Subparts F, H, and CC 

(“LDAR Regulations”); and 

4) National Emission Standards for Hazardous Air Pollutants (“NESHAP”) 

for Benzene Waste Operations promulgated pursuant to Section 112(e) of the Act, and 

found at 40 C.F.R. Part 61, Subpart FF (“Benzene Waste NESHAP Regulations”). 

WHEREAS, the United States has issued the following Findings and Notices of 

Violation to Sunoco: Finding of Violation for Marcus Hook - Region III-02-01-PA 

(12/20/01) (40 C.F.R. Part 61, Subpart FF); Notice of Violation for Marcus Hook - 

Region III-02-02-PA (12/20/01) (PSD); Notice of Violation for Philadelphia Refinery - 

Region III-02-01-PA (12/20/01) (PSD); Finding of Violation for Toledo Refinery - EPA5-02-01-OH (12/19/01) (40 C.F.R. Part 61, Subpart FF and 40 C.F.R. Part 60, Subparts 

CC, GGG, and VV); Notice and Finding of Violation for Toledo Refinery - EPA-5-02-

OH-02 (12/19/01) (NSR; 40 C.F.R. Part 60, Subparts A and J); and Finding of Violation 

for Toledo Refinery - EPA-5-02-01-OH (40 C.F.R. Part 60, Subparts FF, VV, and GGG; 

40 C.F.R. Part 63, Subpart CC). 

WHEREAS, the United States also specifically alleges that, upon information and 

belief, Sunoco has been and/or continues to be in violation of the SIPs and other state and 

local rules, regulations and permits adopted or issued by the states in which the Sunoco 

Refineries are located to the extent that such plans, rules, regulations, and permits 

implement, adopt, or incorporate the above-described Federal requirements; 

2 
WHEREAS, on March 18, 2005, PADEP issued a Notice of Violation to Sunoco 

alleging, among other things, PSD and NSR violations at theMarcus Hook Refinery; 

WHEREAS, AMS issued the following Notices of Violation to Sunoco at the 

Philadelphia Refinery: Notice of Violation as a result of a fire at the 860 reformer 

(9.8.00); Notice of Violation as a result of a fire at the 210 crude unit (9.8.00); Notice of 

Violation regarding process upset at 868 (9.8.00); Notice of Violation for alleged SO2 

concentration exceedances and excess CEM downtime at the 867 unit (9.13.00); Notice 

of Violation for FCC rate exceedances on 8.12-13.00 and 2.8-9.01 (5.18.01); Notice of 

Violation for alleged SO2 emission limit exceedances at the 867 unit (7.26.01); Notice of 

Violation for late submittal and alleged discrepancies in refinery emission inventory and 

statement for the year 2000 (9.28.01); Notice of Violation regarding alleged violation of 

carbon canister requirements under the benzene NESHAP (10.5.01); Notice of Violation 

regarding alleged violation of carbon canister requirements under the benzene NESHAP 

(8.5.02); Notice of Violation regarding alleged violation of carbon canister requirements 

under the benzene NESHAP (10.20.02); Notice of Violation for the Philadelphia 

Refinery as a result of an AMS audit, including failure to comply with the plan approval 

for 433 H-1 heater and stack test source testing and failure to report certain actual 

emissions in the emission inventory for 2001 (11.5.02); Notice of Violation regarding 

treatment of sour water stripper gas at 1232 and 867 units (2.10.03); multiple Notices of 

Violation for opacity exceedances from 4.24.98 to 7.24.03; multiple Notices of Violation 

for malodors detected beyond the property line of the Philadelphia Refinery from 12.4.98 

to 3.12.03; Notice of Violation for alleged SO2 concentration exceedances at the 867 unit 

and failure to timely submit the 2003 Title V annual certification (8.27.03); Notice of 

3 
Violation for alleged discrepancies in refinery emission inventories and statements for 

2000-2002 (1.20.04); Notice of Violation regarding stipulated penalties under a consent 

decree for a deNOx additive trial at the 868 FCCU (1.30.04); Notice of Violation 

regarding deviations identified in Sunoco’s Title V semi-annual monitoring reports 

(8.20.04); Notice of Violation regarding NOx RACT exceedances at H-400/401 during 

periods in 2001 through 2003 (12.30.04); and Notice of Violation regarding deviations 

identified by Sunoco in its Title V annual compliance certifications and semi-annual 

deviation reports and deviations discovered by AMS from CEM and emission inventory 

data (5.16.05); 

WHEREAS, Sunoco denies that it has violated and/or continues to violate the 

foregoing statutory, regulatory, SIP provisions, and other state and local rules, regulations 

and permits incorporating and implementing the foregoing federal requirements, and 

maintains that it has been and remains in compliance with all applicable statutes, 

regulations, and permits and is not liable for civil penalties and injunctive relief as 

alleged in the Complaint; 

WHEREAS, the United States is engaged in a federal strategy for achieving 

cooperative agreements with U.S. petroleum refineries to achieve across-the-board 

reductions in emissions (“Global Settlement Strategy”); 

WHEREAS, Sunoco consents to the simultaneous filing of the Complaint and 

lodging of this Consent Decree against Sunoco despite its denial of the allegations in the 

Complaint to accomplish its objective of cooperatively reconciling the goals of the 

United States, Sunoco and the Plaintiff/Intervenors under the Clean Air Act and the 

corollary state and local statutes, and therefore agrees to undertake the installation of air 

4 
pollution control equipment and enhancements to its air pollution management practices 

at the Sunoco Refineries to reduce air emissions by participating in the Global Settlement 

Strategy; 

WHEREAS, by entering into this Consent Decree, Sunoco is committed to 

proactively resolving environmental concerns relating to its operations; 

WHEREAS, the United States and the Plaintiff/Intervenors anticipate that the 

Affirmative Relief/Environmental Projects identified in Section V of this Consent 

Decree, once fully implemented, will reduce annual emissions from the Sunoco 

Refineries by the following amounts: 1) nitrogen oxides by approximately 4,476 tons per 

year; and 2) sulfur dioxide by approximately 19,526 tons per year. 

WHEREAS, EPA recently issued PSD Rules and PSD/NSR Regulations, see 

67 Fed. Reg. 80186 (2002), that identify and address “Pollution Control Projects” and 

“Clean Units” and the applicability of PSD/NSR permitting requirements to such Projects 

or Units; 

WHEREAS, EPA previously issued guidance (“Pollution Control Projects and 

New Source Review (NSR) Applicability,” July 1, 1994) identifying and addressing 

“Pollution Control Projects” and the applicability of PSD/NSR permitting requirements 

to such Projects; 

WHEREAS, EPA agrees that under the recently issued PSD Rules and PSD/NSR 

Regulations that identify and address “Clean Units,” see 67 Fed. Reg. 80186, units that 

accept the following emission limits under this Consent Decree, and resulting permits, 

may be considered as “Clean Units” with respect to the identified pollutants: 

For FCCUs: 20/40 ppmvd NOx and 25/50 ppmvd SO2 at 0% O2 on a 365-day/7-

day rolling average basis, 100 ppmvd CO at 0% O2 on a rolling 365-day rolling 

5 
average basis, and 0.5 pounds of PM per 1,000 pounds of coke burned on a 3-hour 

average basis 

For Heaters and Boilers: 0.020 lbs NOx/mmBTU 

Units with higher limits may be considered as “Clean Units” under applicable rules at the 

discretion of the permitting agency. 

WHEREAS, it is Pennsylvania DEP’s position that pursuant to applicable rules, 

state permitting agencies reserve the right to establish more stringent requirements, 

including emission limits for “Clean Units.” 

WHEREAS, EPA agrees that under recently issued PSD Rules and PSD/NSR 

Regulations that identify and address “Pollution Control Projects,” see 67 Fed. Reg. 

80186 and under prior EPA guidance (“Pollution Control Projects and New Source 

Review (NSR) Applicability,” July 1, 1994), the following activities may be considered 

as “Pollution Control Projects” under such rules, regulations, and guidance, provided that 

Sunoco complies with the requirements for “Pollution Control Projects” under applicable 

federal, state, and local regulations and policies. 

For FCCUs: Activities required to comply with Sections V.A, V.B, V.C, and V.D 

of this Consent Decree (reduction of NOx, SO2, PM, and CO emissions by use of 

hardware and other controls). 

For Heaters and Boilers: Activities undertaken to comply with Section V.F of this 

Consent Decree (reduction of NOx emissions by at least 2,189 tons through the 

installation of Qualifying Controls (as defined in Paragraph 10.JJ). 

WHEREAS, it is Pennsylvania DEP’s position that pursuant to applicable rules, 

state permitting agencies reserve the right to establish more stringent requirements for 

“Pollution Control Projects.” 

WHEREAS, with respect to the provisions of Section V.K (“Control of Acid Gas 

Flaring Incidents and Tail Gas Incidents”) of this Consent Decree, EPA maintains that 

6 
“[i]t isthe intent of the proposed standard [40 C.F.R. § 60.104] that hydrogen-sulfide-rich 

gases exiting the amine regenerator [or sour water stripper gases] be directed to an 

appropriate recovery facility, such as a Claus sulfur plant,” see Information for Proposed 

New Source Performance Standards; Asphalt Concrete Plants, Petroleum Refineries, 

Storage Vessels, Standard Lead Smelters and Refineries, Brass or Bronze Ingot 

Production Plants, Iron and Steel Plants, Sewage Treatment Plants, Vol. 1, Main Text at 

28; 

WHEREAS, EPA further maintains that the failure to direct hydrogen-sulfide-rich 

gases to an appropriate recovery facility – and instead to flare such gases under 

circumstances that are not sudden or infrequent or that are reasonably preventable – 

circumvents the purposes and intentions of the standards at 40 C.F.R. Part 60, Subpart J; 

WHEREAS, EPA recognizes that “Malfunctions,” as defined in Paragraph 10.AA 

of this Consent Decree and 40 C.F.R. § 60.2, of the “Sulfur Recovery Plants” or of 

“Upstream Process Units” may result in flaring of “Acid Gas” or “Sour Water Stripper 

Gas” on occasion, as those terms are defined herein, and that such flaring does not violate 

40 C.F.R. § 60.11(d) or NSPS Subpart J if the owner or operator, to the extent 

practicable, maintains and operates such units in a manner consistent with good air 

pollution control practice for minimizing emissions during these periods; 

WHEREAS, Sunoco operates the Philadelphia 868 FCCU pursuant to Permit # 

00184 issued by the Philadelphia AMS on March 22, 2002, which incorporates 

conditions set forth in a 1994 PSD/NSR Consent Decree entered into between Sunoco 

and the United States, as amended in 2000; 

7 
WHEREAS, discussions between the Parties have resulted in the settlement 

embodied in this Consent Decree; 

WHEREAS, Sunoco has waived any applicable federal, state, or local 

requirements of statutory notice of the alleged violations; 

WHEREAS, by signing this Consent Decree, Sunoco has waived the right of 

service of process, and Plaintiffs have agreed that Sunoco need not answer the complaint; 

WHEREAS, EPA sought and Sunoco provided a substantial amount of 

information concerning refinery operations and configuration; 

WHEREAS, the parties engaged in numerous meetings over the past five years to 

resolve this matter; 

WHEREAS, notwithstanding the foregoing reservations, the Parties agree that: 

(a) settlement of the matters set forth in the Complaint (filed herewith) is in the best 

interests of the Parties and the public; and (b) entry of the Consent Decree without 

litigation is the most appropriate means of resolving this matter; 

WHEREAS, the Parties recognize, and the Court by entering the Consent Decree 

finds, that the Consent Decree has been negotiated at arms length and in good faith and 

that the Consent Decree is fair, reasonable, and in the public interest; 

NOW THEREFORE, with respect to the mattersset forth in the Complaint and in 

Section XVI of this Consent Decree (“Effect of Settlement”), and before the taking of 

any testimony, without adjudication of any issue of fact or law, and upon the consent and 

agreement of the Parties to the Consent Decree, it is hereby ORDERED, ADJUDGED, 

and DECREED as follows: 

8 
I. JURISDICTION AND VENUE 

1. This Court has jurisdiction over the subject matter of this action and over 

the Parties pursuant to 28 U.S.C. §§ 1331, 1345 and 1355. In addition, this Court has 

jurisdiction over the subject matter of this action pursuant to Sections 113(b) and 167 of 

the CAA, 42 U.S.C. §§ 7413(b) and 7477. The United States’ complaint states a claim 

upon which relief may be granted for injunctive relief against Sunoco under the Clean 

Air Act. Authority to bring this suit is vested in the United States Department of Justice 

by 28 U.S.C. §§ 516 and 519, Section 305 of the CAA, 42 U.S.C. § 7605. 

2. Venue is proper in the Eastern District of Pennsylvania pursuant to 

Section 113(b) of the CAA, 42 U.S.C. § 7413(b), and 28 U.S.C. §§ 1391(b) and (c), and 

1395(a). Sunoco consents to the personal jurisdiction of this Court, waives any 

objections to venue in this District, and does not object to the intervention of the 

Plaintiff/Intervenors in this action. 

3. Notice of the commencement of this action has been given to the 

Commonwealth of Pennsylvania, the State of Ohio, the State of Oklahoma, and the City 

of Philadelphia in accordance with Section 113(a)(1) of the Clean Air Act, 42 U.S.C. 

§ 7413(a)(1), and as required by Section 113(b) of the CAA, 42 U.S.C. § 7413(b). 

II. APPLICABILITY AND BINDING EFFECT 

4. The provisions of the Consent Decree shall apply to the Sunoco 

Refineries. The provisions of the Consent Decree shall be binding upon the United 

States, the Plaintiff/Intervenors, and Sunoco and its agents, successors, and assigns. 

5. Sunoco agrees not to contest the validity of the Consent Decree in any 

subsequent proceeding to implement or enforce its terms. 

9 
6. Effective from Date of Entry of the Consent Decree until termination 

pursuant to Paragraph 245, Sunoco agrees that the Sunoco Refineries are covered by this 

Consent Decree. Effective from Date of Entry of the Consent Decree, Sunoco shall give 

written notice of the Consent Decree to any successors in interest to any of the Sunoco 

Refineries prior to the transfer of ownership or operation of any portion of any of the 

Sunoco Refineries and shall provide a copy of the Consent Decree to any successor in 

interest. Sunoco shall notify the United States and the Appropriate Plaintiff/Intervenor 

in accordance with the notice provisions set forth in Paragraph 240 (“Notice”), of any 

successor in interest at least 30 days prior to any such transfer. The requirements of this 

Paragraph 6 shall not apply to transfersto Sunoco affiliates. 

7. Sunoco shall condition any transfer, in whole or in part, of ownership of, 

operation of, or other interest (exclusive of any non-controlling, non-operational 

shareholder interest) in, any of the Sunoco Refineries upon the execution by the 

transferee of a modification to the Consent Decree, which makes the terms and 

conditions of the Consent Decree that apply to the respective Sunoco Refinery 

applicable to the transferee. In the event of such transfer, Sunoco shall notify the parties 

listed in Paragraph 240. By no earlier than 30 days after such notice, Sunoco may file a 

motion to modify the Consent Decree with the Court to make the terms and conditions 

of the Consent Decree applicable to the transferee. Sunoco shall be released from the 

obligations and liabilities of this Consent Decree unless the United States opposes the 

motion and the Court finds the transferee does not have the financial and technical 

ability to assume the obligations and liabilities under the Consent Decree. The 

requirements of this Paragraph 7 shall not apply to transfersto Sunoco affiliates. 

10 
8. Except as provided in Paragraph 7, Sunoco shall be solely responsible for 

ensuring that performance of the work contemplated under this Consent Decree is 

undertaken in accordance with the deadlines and requirements contained in this Consent 

Decree and any attachments hereto. Sunoco shall provide a copy of the applicable 

provisions of this Consent Decree to each consulting or contracting firm that is retained 

to perform work required under Sections V.M or V.N of this Consent Decree, upon 

execution of any contract relating to such work. Copies of the relevant portions of the 

Consent Decree do not need to be supplied to firms who are retained solely to supply 

materials or equipment to satisfy requirements under Sections V.M or V.N of this 

Consent Decree. 

III. OBJECTIVES 

9. It is the purpose of the Parties in this Consent Decree to further the 

objectives of the federal Clean Air Act, the Pennsylvania air pollution control rules, PA 

Code Title 25, Subpart C, Article III and the Pennsylvania State Implementation Plan, 

the Ohio air pollution control rules, Ohio Administrative Code Chapters 3704 and 3745 

and the Ohio State Implementation Plan, the Oklahoma air pollution control regulations, 

Oklahoma Administrative Code, Title 252, Chapter 100 and the Oklahoma State 

Implementation Plan, and the City of Philadelphia Air Management Code and the City 

of Philadelphia Air Management Regulations I - XIII. 

IV. DEFINITIONS 

10. Unless otherwise defined herein, terms used in the Consent Decree shall 

have the meaning given to those terms in the Clean Air Act, and the implementing 

regulations promulgated thereunder. The following terms used in the Consent Decree 

11 
shall be defined, solely for purposes of the Consent Decree and the reports and 

documents submitted pursuant thereto, as follows:

A. “365-day rolling average” shall include only operating days 

B. “7-day rolling average” shall include only operating days, but shall also 

exclude Start-up, Shutdown, and Malfunction. 

C. “Acid Gas” shall mean any gas that contains hydrogen sulfide and is 

generated at a refinery by the regeneration of an amine solution. 

D. “Acid Gas Flaring” or “AG Flaring” shall mean the combustion of an 

Acid Gas and/or Sour Water Stripper Gas in an AG Flaring Device. 

E. “Acid Gas Flaring Device” or “AG Flaring Device” shall mean any 

device at the Sunoco Refineries, including but not limited to those devices listed in Appendix 

F, that is used for the purpose of combusting Acid Gas and/or Sour Water Stripper Gas, 

except facilities in which gases are combusted to produce sulfur. 

F. “Acid Gas Flaring Incident” or “AG Flaring Incident” shall mean the 

continuous or intermittent combustion of Acid Gas and/or Sour Water Stripper Gas that 

results in the emission of sulfur dioxide equal to, or in excess of, 500 pounds in any 24-

hour period; provided, however, that if 500pounds or more of sulfur dioxide have been 

emitted in a 24-hourperiod and flaring continues into subsequent, contiguous, nonoverlapping 24-hourperiod(s), each period of which results in emissions equal to, or in 

excess of 500 pounds of sulfur dioxide, then only one AG Flaring Incident shall have 

12 
occurred. Subsequent, contiguous, non-overlapping periods are measured fromthe initial 

commencement of flaring within the AG Flaring Incident. 

G. "Affiliate" shall mean any other Person that directly, or indirectly 

through one or more intermediaries, controls, is controlled by, or is under common 

control with Sunoco. As used in this definition, "control," "controlled by," and "under 

common control with" shall mean possession, directly or indirectly, of power to direct 

or cause the direction of management or policies of such Person (whether through 

ownership of securities or other partnership or ownership interests, by contract or 

otherwise); 

H. “Appropriate Plaintiff/Intervenor” shall mean the following 

governmental entity, if such entity files a motion to intervene prior to Date of Entry, with 

respect to the portions of theMarcus Hook Refinery located in Pennsylvania, 

Pennsylvania Department of Environmental Protection (“PADEP”); with respect to the 

Philadelphia Refinery, Philadelphia Air Management Services (“AMS”); with respect to 

the Tulsa Refinery, Oklahoma Department of Environmental Quality (“ODEQ”); and 

with respect to the Toledo Refinery, Ohio Environmental Protection Agency (“Ohio 

EPA”). 

I. “Calendar Quarter” shall mean the three month period ending on March 

31st, June 30th, September 30th, and December 31st. 

J. “CEMS” shall mean continuous emissions monitoring system. 

K. “CO” shall mean carbon monoxide. 

13 
L. “COMS” shall mean continuous opacity monitoring system. 

M. “Consent Decree” or “Decree” shall mean this Consent Decree, 

including any and all appendices attachedto the Consent Decree. 

N. “Current Generation Ultra-Low NOx Burners” or “Current Generation 

ULNBs” shall mean those burners that are designed to achieve a NOx emission rate of 

0.020 to 0.040 lb/mmBTU HHV when firing natural gas at 3% stack oxygen at full design 

load without air preheat, even if upon installation actual emissions exceed 0.040 lb/mmBTU 

HHV. 

O. “Date of Entry of the Consent Decree” or “Date of Entry” shall mean 

the date the Consent Decree is approved or signed by the United States District Court 

Judge. 

P. “Date of Lodging” shall mean the date the Consent Decree is lodged with 

the United States District Court. 

Q. “Date of Termination” shall mean termination of this Consent Decree 

pursuant to Section XVIII. 

R. “Day” or “Days” shall mean a calendar day or days. 

S. “ESP” shall mean electrostatic precipitator. 

T. “FCCU” shall mean a fluidized catalytic cracking unit and its 

regenerator and associatedCO boiler(s) wherepresent. 

14 
U. “FCCUCR” shall mean a fluidized catalytic cracking unit catalyst 

regenerator, as defined in 40 C.F.R. § 60.101. 

V. “Flaring Device” shall mean either an AG and/or a HC Flaring Device. 

W. “Fuel Oil” shall mean any liquid fossil fuel with sulfur content of 

greater than 0.05% by weight. 

X. “Hydrocarbon Flaring” or “HC Flaring” shall mean the combustion of 

refinery-generated gases, except for Acid Gas and/or Sour Water Stripper Gas and/or Tail Gas, 

in a Hydrocarbon Flaring Device. 

Y. “Hydrocarbon Flaring Device” or “HC Flaring Device” shall mean a 

flare device (including all devices listed in Appendix G and any flare devices installed after 

the Date of Lodging) used to safely control (through combustion) any excess volume of a 

refinery generated gas other than Acid Gas and/or Sour Water Stripper Gas and/or Tail 

Gas. 

Z. “Hydrocarbon Flaring Incident” or “HC Flaring Incident” shall mean the 

continuous or intermittent Hydrocarbon Flaring, except for Acid Gas or Sour Water Stripper 

Gas or Tail Gas, at aHydrocarbon FlaringDevice that results in the emission of sulfur dioxide 

equalto, or greaterthan five-hundred 500pounds in any 24-hour period; provided, however, 

that if 500 pounds or more of sulfur dioxide have been emitted in any 24-hour period and 

flaring continues into subsequent, contiguous, non-overlapping 24-hourperiod(s), each period 

of which results in emissions equalto, or in excess of 500pounds ofsulfur dioxide, then only 

one HC Flaring Incident shall have occurred. Subsequent, contiguous, non-overlapping 

15 
periods are measured from the initial commencement of Flaring within the HC Flaring 

Incident. 

AA. “Malfunction” shall mean, as specified in 40 C.F.R. § 60.2, “any 

sudden, infrequent, and not reasonably preventable failure of airpollution control equipment, 

process equipment, or a processto operate in a normal or usual manner. Failuresthat are 

caused in part by poor maintenance or careless operation are not malfunctions.” 

BB. “Natural Gas Curtailment” shall mean a restriction imposed by a third 

party limiting Sunoco’s ability to obtain or use natural gas. 

CC. “Next Generation Ultra-Low NOx Burners” or “Next Generation 

ULNBs” shall mean those burners that are designed to achieve a NOx emission rate of less 

than or equal to 0.020 lb/mmBTU HHV when firing natural gas at 3% stack oxygen at 

full design load without air preheat, even if upon installation actual emissions exceed 0.020 

lb/mmBTU HHV. 

DD. “NOx” shall mean nitrogen oxides. 

EE. “Paragraph” shall mean a portion of this Consent Decree identified by 

an Arabic numeral. 

FF. “PEMS” shall mean predictive emissions monitoring systems 

developed in accordance with Appendix C to this Consent Decree. 

GG. “PM” shall mean particulate matter as measured by 40 C.F.R. Part 60, 

Appendix A Method 5B or 5F. 

16 
HH. “Parties” shall mean the United States, the Plaintiff/Intervenors, and 

Sunoco. 

II. “Plaintiff/Intervenors” shall mean the Commonwealth of Pennsylvania, 

and the states of Ohio and Oklahoma, and the City of Philadelphia. 

JJ. “Qualifying Controls” shall mean, in the context of NOx controls for 

heaters and boilers: 

i. SCR or SNCR; 

ii. Current Generation or Next Generation Ultra-Low NOx Burners; 

iii. Other technologies that Sunoco demonstrates to EPA’s satisfaction 

will reduce NOx emissions from heaters and boilers to 0.040 lbs 

per mmBTU or lower; or 

iv. Permanent Shutdown of a heater or boiler with revocation of its 

operating permit. 

KK. “Root Cause” shall mean the primary cause(s) of an AG Flaring 

Incident(s), Hydrocarbon Flaring Incident, or aTailGas Incident(s) as determined through a 

process of investigation. 

LL. “SCR” shall mean selective catalytic reduction control technology for 

NOx emissions. 

MM. “Shutdown,” as specified in 40 C.F.R. § 60.2, shall mean the cessation 

of operation of equipment for any purpose. 

NN. “SNCR” shall mean selective non-catalytic reduction control 

technology for NOx emissions. 

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OO. “Sour Water Stripper Gas” or “SWS Gas” shall mean the gas produced 

by the process of stripping refinery sour water. 

PP. “SO2” shall mean sulfur dioxide. 

QQ. “Startup,” as specified in 40 C.F.R. § 60.2, shall mean the setting in 

operation of equipment for any purpose. 

RR. “Sulfur Recovery Plant” or “SRP” shall mean a process unit that 

recovers sulfur from hydrogen sulfide by a vapor phase catalytic reaction of sulfur 

dioxide and hydrogen sulfide. 

SS. “Sunoco Refinery(ies)” ( or“Refinery(ies)”)shall mean only Sunoco’s 

four petroleum refineries (or one or more of the four refineries) located in Marcus Hook, 

Pennsylvania/Claymont, Delaware; Philadelphia, Pennsylvania; Toledo, Ohio; and Tulsa, 

Oklahoma. 

TT. “Tail Gas” (“TG”)shall mean exhaust from the Claustrains and the Tail 

Gas Unit (“TGU”) section of the SRP. 

UU. “Tail Gas Unit” or “TGU” shall mean a control system utilizing a 

technology for reducing emissions of sulfur compounds from a Sulfur Recovery Plant. 

VV. “Tail Gas Incident” shall mean, for the purpose of this Consent Decree, 

combustion of Tail Gas that either is: 

i. Combusted in a flare and results in five-hundred (500) pounds or 

more of SO2 emissions in any 24-hour period; or 

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ii. Combusted in a thermal incinerator and results in excess emissions 

of 500 pounds or more of SO2 emissions in any 24-hour period. 

Only those time periods which are in excess of a SO2 

concentration of 250 ppm (rolling twelve-hour average) shall be 

used to determine the amount of excess SO2 emissions from the 

incinerator, provided, however, that continued combustion of Tail Gas 

in an incinerator at the Toledo SRP that occurs prior to Sunoco’s 

compliance with Paragraph 43 shall not be a Tail Gas Incident. 

Sunoco shall use good engineering judgment and/or other monitoring data during 

periods in which the SO2 continuous emission analyzer has exceeded the range of the 

instrument or is out of service. 

WW. “Test Run,” for the purposes of Paragraph 36, shall mean those test 

periods of fuel oil burning necessary to ensure that a heater, boiler, and fuel oil delivery 

system is capable of delivering and burning fuel oil during natural gas curtailments. 

XX. “Torch Oil” shall mean FCCU feedstock or cycle oils that are 

combusted in the FCCU regenerator to assist in starting up or restarting the FCCU, hot 

standby of the FCCU, orto maintain regenerator heat balance in the FCCU. 

YY. “Upstream Process Units” shall mean all amine contactors, amine 

scrubbers, and sour water strippers at the Sunoco Refineries, as well as all process units at the 

Refineries that produce gaseous or aqueous waste streams that are processed at amine 

contactors, amine scrubbers, or sour water strippers. 

ZZ. “WGS” shall mean nonregenerative wet gas scrubber. 

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V. AFFIRMATIVE RELIEF/ENVIRONMENTAL PROJECTS 

A. NOx Emissions Reductions from FCCUs. 

Sunoco shall implement a program to reduce NOx emissions with the installation 

and operation of SCR systems or alternate emission reduction technology proposed by 

Sunoco and approved by EPA at theMarcus Hook FCCU, the Philadelphia 1232 FCCU, 

and the Toledo FCCU. Sunoco shall apply to incorporate the lower NOx emission limits 

into its operating permits and will demonstrate future compliance with the lower emission 

limits through the use of CEMS. CEMS required under this Paragraph shall be operated 

and data recorded pursuant to applicable law. 

11. SCR Applications: Marcus Hook, Philadelphia 1232, and Toledo. 

a. By no later than the dates specified, Sunoco shall complete installation and 

begin operation of an SCR system on the following FCCUs: 

Philadelphia 1232: 06.30.08 

Marcus Hook: 06.30.13 

Toledo: 12.31.09 

Sunoco shall design the SCR systems to achieve a NOx concentration of 20 ppmvd 

on a 365-day rolling average basis and 40 ppmvd on a 7-day rolling average basis, each 

at 0% oxygen. 

b. For the SCR installation at theMarcus Hook FCCU, Sunoco shall submit 

reports to PADEP and EPA documenting the status of the project milestones as set forth 

in Appendix A (“Milestones for Marcus Hook FCCU SCR”) no later than the dates listed 

for each of the milestones in Appendix A. 

c. If reasonably feasible, Sunoco shall accelerate the schedule for installation 

of SCR at the Marcus Hook FCCU to June 15, 2010. Sunoco shall determine reasonable 

feasibility based upon (1) Sunoco’s experience with the installation of controls required 

20 
by this Consent Decree at Philadelphia 1232 and Toledo; (2) availability of resources 

after the first turnaround following the Date of Entry and the installation of controls at 

Toledo; (3) relevant operational issues at theMarcus Hook FCCU; (4) Sunoco’s ability to 

secure a permit for the accelerated installation of SCR at the Marcus Hook FCCU; and 

(5) any other relevant factors. Sunoco shall inform PADEP and EPA of its determination 

as to feasibility by December 31, 2008. 

d. In lieu of SCR, Sunoco may install alternate technology if approved by 

EPA and the Appropriate Plaintiff/Intervenor that achieves the emissions limits required 

by Paragraph 12. 

12. SCR Outlet Emission Limits. 

a. Sunoco shall operate its FCCUs so that NOx emissions from these units do 

not exceed 20 ppmvd based on a 365-day rolling average or 40 ppmvd based on a 7-day 

rolling average, each at 0% oxygen, according to the following schedule:

 Philadelphia 1232: 06.30.08 

Marcus Hook: 06.30.13 

Toledo: 12.31.09 

b. For the purposes of this Consent Decree only, NOx emissions during 

periods of Startup, Shutdown, or Malfunction shall not be used in determining 

compliance with the 40 ppmvd 7-day emissions limit, provided that during such periods 

Sunoco implements good air pollution control practices to minimize NOx emissions. 

13. Demonstrating Compliance with SCR Emission Limits. 

a. By no later than Date of Entry, Sunoco shall use its existing NOx CEMS at 

theMarcus Hook and Philadelphia 1232 FCCUs, and shall install a CEMS at the Toledo 

21 
FCCU by 12.31.09, to monitor the performance of the FCCUs, and to report compliance 

with the terms and conditions of this Consent Decree. 

b. Sunoco shall install, certify, calibrate, maintain, and operate all CEMS 

required by this Consent Decree in accordance with the requirements of 40 C.F.R. 

§§ 60.11, 60.13, and Part 60 Appendices A, B, and F. These CEMS will be used to 

demonstrate compliance with emission limits. CEMS required under this Paragraph shall 

be operated and data recorded pursuant to applicable law. Sunoco shall make CEMS data 

available to EPA and the Appropriate Plaintiff/Intervenor upon demand as soon as 

practicable. 

B. SO2 Emissions Reductions from FCCUs. 

Sunoco shall implement a program to reduce SO2 emissions from the Marcus 

Hook, Philadelphia 1232, and Toledo FCCUs by the installation and operation of three 

new WGS or alternate emission reduction technology proposed by Sunoco and approved 

by EPA and the Appropriate Plaintiff/Intervenor. Sunoco shall apply to incorporate the 

lower SO2 emission limits into its operating permits and will demonstrate future 

compliance with the lower emission limits through the use of CEMS. CEMS required 

under this Paragraph shall be operated and data recorded pursuant to applicable law. 

14. WGS Applications: Marcus Hook, Philadelphia 1232, and Toledo. 

a. By no later than the dates specified, Sunoco shall complete installation and 

begin operation of a WGS at the following FCCUs: 

Philadelphia 1232: 06.30.08 

Toledo: 12.31.09 

Marcus Hook: 06.30.13 

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Sunoco shall design the WGS to achieve an SO2 concentration of 25 ppmvd on a 365-day 

rolling average basis and 50 ppmvd on a 7-day rolling average basis, each at 0% oxygen. 

b. In lieu of a WGS, Sunoco may install alternate technology as approved by 

EPA that achieves the emissions limits required by Paragraph 15.a. 

c. If reasonably feasible, Sunoco shall accelerate the schedule for installation 

of the WGS at theMarcus Hook FCCU to June 15, 2010. Sunoco shall determine 

reasonable feasibility based upon (1) Sunoco’s experience with the installation of 

controls required by this Consent Decree at Philadelphia 1232 and Toledo; (2) 

availability of resources after the first turnaround following the Date of Entry and the 

installation of controls at Toledo; (3) relevant operational issues at theMarcus Hook 

FCCU; (4) Sunoco’s ability to secure a permit for the accelerated installation of the WGS 

at theMarcus Hook FCCU; and (5) any other relevant factors. Sunoco shall inform 

PADEP and EPA of its determination as to feasibility by December 31, 2008. 

15. WGS Outlet Emission Limits. 

a. Sunoco shall operate its FCCUs so that SO2 emissions from these units do 

not exceed 25 ppmvd based on a 365-day rolling average or 50 ppmvd based on a 7-day 

average, each at 0% oxygen, according to the following schedule: 

Philadelphia 1232: 06.30.08 

Toledo: 12.31.09 

Marcus Hook: 06.30.13 

For the purposes of this Consent Decree only, SO2 emissions during periods of Startup, 

Shutdown, or Malfunction shall not be used in determining compliance with the 50 

ppmvd 7-day emissions limit, provided that during such periods Sunoco implements good 

air pollution control practices to minimize SO2 emissions. 

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b. By no later than Date of Entry for theMarcus Hook and Philadelphia 1232 

FCCUs, and by no later than 12.31.09 for the Toledo FCCU, Sunoco shall use an SO2 

CEMS to monitor the performance of the FCCU, and to report compliance with the terms 

and conditions of this Consent Decree. Sunoco shall make CEMS data available to EPA 

upon demand. 

c. Sunoco shall install, certify, calibrate, maintain, and operate all CEMS 

required by this Consent Decree in accordance with the requirements of 40 C.F.R. 

§§ 60.11, 60.13, and Part 60 Appendices A, B, and F. These CEMS will be used to 

demonstrate compliance with emission limits. CEMS required under this Paragraph shall 

be operated and data recorded pursuant to applicable law. 

C. Control of PM Emissions from FCCUs. 

Sunoco shall implement a program to control PM emissions from its FCCUs as 

follows: 

16. Sunoco shall comply with a PM emission limit of 1 pound PM per 1000 

pounds coke burned at all of its FCCUs by the dates specified in Paragraph 24. 

Additionally, at each FCCU where Sunoco has agreed to install a WGS, Sunoco also 

agrees to do one of the following: (1) continue to operate its existing ESP, (2) install a 

new ESP, or (3) accept an emissions limit of 0.5 pound PM per 1000 pounds coke 

burned. 

17. For the purposes of this Consent Decree only, PM emissions during

periods of Startup, Shutdown, or Malfunction shall not be used in determining

compliance with the 0.5 or 1 pound PM per 1000 pounds coke burned limit, provided

24 
that during such periods Sunoco implements good air pollution control practices to

minimize PM emissions.

18. Sunoco shall utilize its existing COMS on each FCCU at each Refinery by 

no later than Date of Entry. Sunoco shall certify, calibrate, maintain, and operate all 

COMS required by this Consent Decree in accordance with 40 C.F.R. §§ 60.11, 60.13 

and Part 60 Appendix A, and the applicable performance specification test of 40 C.F.R 

Part 60 Appendix B. Within six (6) months after any PM limit in Paragraph 16 becomes 

effective at the relevant Refinery, Sunoco shall conduct a stack test pursuant to the 

protocol specified in 40 C.F.R. 60.106(b)(2) to measure PM emissions on the FCCUs at 

its Refineries for which such a stack test has not been conducted within a year prior to 

Date of Lodging. Within nine (9) months after any PM limit in Paragraph 16 becomes 

effective at the relevant Refinery, Sunoco shall submit a copy of the stack test result to 

EPA and the Appropriate Plaintiff/Intervenor. 

D. Control of CO Emissions from FCCUs. 

Sunoco shall implement a program to control CO emissions from Refinery 

FCCUs as follows: 

19. Beginning no later than Date of Entry, Sunoco shall comply with a CO 

emissions limit of 500 ppmvd at 0% O2 on a 1-hour average basis at theMarcus Hook, 

Philadelphia 1232, and Toledo FCCUs. For the purposes of this Consent Decree only, 

CO emissions during periods of Startup, Shutdown, or Malfunction shall not be used in 

determining compliance with the 1-hour 500 ppmvd emissions limit, provided that 

during such periods Sunoco implements good air pollution control practices to minimize 

CO emissions. 

25 
20. By no later than Date of Entry, Sunoco shall comply with a CO emissions 

limit of 100 ppmvd at 0% O2 on a 365-day rolling average basis at the Philadelphia 868 

FCCU. 

21. Beginning no later than Date of Entry for theMarcus Hook, Philadelphia 

868, and the Philadelphia 1232 FCCUs, and two (2) years from Date of Entry for the 

Toledo FCCU, Sunoco shall use a CO CEMS to monitor performance of each FCCU, 

and to report compliance with the terms and conditions of this Consent Decree. 

22. Sunoco shall make CEMS and process data available to EPA upon 

demand as soon as practicable. 

23. Sunoco shall certify, calibrate, maintain, operate, and (where applicable) 

install all CEMS required by this Consent Decree in accordance with the requirements 

of 40 C.F.R. § 60.13. CEMS required under this Section V.D shall be operated and data 

recorded pursuant to applicable law. 

E. NSPS Subparts A and J Applicability at FCCU Regenerators. 

24. Sunoco’s FCCU Regenerators shall be affected facilities subject to the 

requirements of NSPS Subparts A and J for each relevant pollutant by the dates 

specified below:

 Marcus Hook:

 SO2: Date of Entry

 PM: Date of Entry

 CO: Date of Entry

 Opacity: Date of Entry

 Philadelphia 1232:

 SO2: 06.30.08 

 PM: Date of Entry

 CO: Date of Entry

 Opacity: Date of Entry

26 
 Philadelphia 868:

 SO2: Date of Entry

 PM: Date of Entry

 CO: Date of Entry

Opacity: Date of Entry

 Toledo:

 SO2: 12.31.09 

 PM: Date of Entry

CO: Two years from Date of Entry

 Opacity: 12.31.09 

25. For Sunoco’s FCCU Regenerators identified above that are or become 

affected facilities under NSPS Subpart J pursuant to Section V.E of this Consent 

Decree, entry of this Consent Decree and compliance with the relevant monitoring 

requirements of this Consent Decree shall satisfy the notice requirements of 40 C.F.R. 

§ 60.7(a) and the initial performance test requirement of 40 C.F.R. § 60.8. 

F. NOx Emission Reductions from Heaters and Boilers. 

Sunoco shall implement a program to reduce NOx emissions from Refinery 

heaters and boilers greater than 40 mmBTU/hr through the installation of NOx controls 

and the acceptance of permit emission limits on the units controlled to meet the 

requirements of Paragraph 27 or the Shutdown of certain units and the relinquishment of 

their permits. Sunoco will monitor compliance with the emission limits through source 

testing, use of CEMS, or the use of a PEMS. CEMS required under this Paragraph shall 

be operated and data recorded pursuant to applicable law. 

26. Installation of NOx Control Technology. Sunoco shall select one or any 

combination of “Qualifying Controls” to satisfy the requirements of Paragraphs 27, 29, 

and 30. 

27 
27. On or before eight (8) years from Date of Entry, Sunoco shall use 

Qualifying Controls to reduce NOx emissions from the heaters and boilers greater than 

40 mmBTU per hour by at least 2,189 tons per year, so as to satisfy the following 

inequality: 

n 

Σ [(Eactual)i – (Eallowable)i] ≥ 2,189 tons of NOx per year 

i = 1 

Where: 

(Eallowable)i = [(The permitted allowable pounds of NOx per million BTU 

for heater or boiler i, or the requested portion of the 

permitted reduction pursuant to Paragraph 100)/(2000 

pounds per ton)] x [(the lower of permitted or maximum 

heat input rate capacity in million BTU per hour for heater 

or boiler i) x (the lower of 8760 or permitted hours per 

year)]; 

(Eactual

)i = The tons of NOx per year prior actual emissions during 

calendar years 2001 and 2002 (unless prior actuals exceed 

allowable emissions, then use allowable) as shown in 

Appendix B for controlled heater or boiler i; and 

n = The number of heaters and boilers with Qualifying Controls 

at all Refineries from those listed in Appendix B that are 

selected by Sunoco to satisfy the requirements of the 

equation set forth in this Paragraph. 

Permit limits established to implement this Paragraph may use a 365-day rolling 

average for heaters and boilers that use a CEMS or PEMS to monitor compliance. 

Otherwise, permit limits established to implement this Paragraph shall be based on the 

averaging periods set forth in the applicable reference test method. 

28 
For heaters and boilers at the Philadelphia and Marcus Hook Refineries at which 

Qualifying Controls are used to meet the requirements of this section V.F, those 

Qualifying Controls shall be installed by no later than June 15, 2010, unless this date is 

extended jointly by PADEP and/or AMS, and EPA. 

28. Appendix B to this Consent Decree (“List of Heaters and Boilers Greater 

Than 40 mmBTU Per Hour”) provides the following information for each of the heaters 

and boilers with a maximum heat input capacity greater than 40 mmBTU per hour at 

each Refinery: 

(1) The maximum heat input capacity and, if less, the allowable heat input 

capacity, in mmBTU/hr (HHV); 

(2) The actual NOx emission rate for both calendar years 2001 and 2002 in 

lb/mmBTU (HHV) and tons per year; and 

(3) The type of data used to derive the emission estimate (i.e., emission factor, 

stack test, or CEMS data) and the averaging period for the emissions data. 

29. By four (4) years from Date of Entry, Sunoco shall install sufficient 

Qualifying Controls and have applied for emission limits from the appropriate 

permitting authority sufficient to achieve two-thirds of the combined NOx emissions 

reductions required by Paragraph 27. By four (4) years and three (3) months from Date 

of Entry, Sunoco shall provide EPA with a report showing how it satisfied the 

requirement of this Paragraph. For purposes of this Consent Decree, “applied for” shall 

mean that Sunoco has submitted a complete and timely application for the appropriate 

permit, permit modification, and/or other enforceable permit vehicle. 

30. On or before eight (8) years from Date of Entry for theToledo and Tulsa 

Refineries, and on or before June 15, 2010 for the Philadelphia and Marcus Hook 

Refineries, heaters and boilers with Qualifying Controls shall represent at least 30% of 

29 
the total maximum heat input capacity or, if less, the allowable heat input capacity, of 

all heaters and boilers greater than 40 mmBTU per hour located at each Refinery. The 

heater and boiler capacity at each Refinery shall be based on the maximum heat input 

capacity during the 2001/2002 baseline period. Any Qualifying Controls can be used to 

satisfy this requirement, regardless of when the Qualifying Controls were installed. 

31. Sunoco shall submit a detailed NOx Control Plan (“Control Plan”) to EPA 

for review and comment by no later than four (4) months after Date of Entry of the 

Consent Decree, with annual updates every twelve (12) months thereafter (“Updates”) 

until compliance with Paragraph 30 of the Consent Decree. The Control Plan and its 

Updates shall describe the achieved and anticipated progress of the NOx emission 

reductions program for heaters and boilers and shall contain the following for each 

heater and boiler greater than 40 mmBTU/hr that Sunoco plans to use to satisfy the 

requirements of Paragraphs 27, 29, and 30: 

a. All of the information in Appendix B; 

b. Identification of the type of Qualifying Controls installed or planned with 

the date installed or planned (including identification of the heaters and boilers to be 

permanently shut down); 

c. To the extent limits exist or are planned, the allowable NOx emission rates 

(in lbs/mmBTU (HHV), with averaging period) and allowable heat input rate (in 

mmBTU/hr (HHV)) obtained or planned with dates obtained or planned; 

d. The results of emissions tests and annual average CEMS or PEMS data (in 

ppmvd at 3% O2 and lb/mmBTU) conducted pursuant to Paragraph 32, and tons per year; 

and 

30 
e. The amount in tons per year applied or to be applied toward satisfying 

Paragraph 27. 

Appendix B and the Control Plan and Updates required by this Paragraph shall be 

for informational purposes only and may contain estimates. They shall not be used to 

develop permit requirements or other operating restrictions. Sunoco may change any 

projections, plans, or information included in the Control Plan or updates. 

32. Beginning no later than 180 days after installing Qualifying Controls on

and commencing operation of a heater and boiler that will be used to satisfy the 

requirements of Paragraph 27, Sunoco shall monitor the heaters or boilers as follows:

a. For heaters and boilers with a maximum heat input capacity of 150 

mmBTU/hr (HHV) or greater, install or continue to operate a NOx CEMS; 

b. For heaters and boilers with a maximum heat input capacity of less than 

150 mmBTU/hr (HHV), but greater than or equal to 100 mmBTU/hr (HHV), install or 

continue to operate a NOx CEMS, or monitor NOx emissions with a PEMS developed and 

operated pursuant to the requirements of Appendix C (“Predictive Emissions Monitoring 

Systems Requirements”) of this Consent Decree; 

c. For heaters and boilers with a maximum heat input capacity of less than 

100 mmBTU/hr (HHV), but greater than or equal to 40 mmBTU/hr (HHV), conduct an 

initial performance test for NOx. 

Sunoco shall use Method 7E, an EPA-approved, or an Appropriate 

Plaintiff/Intervenor-approved alternate test method to conduct initial performance testing 

for NOx emissions required by Paragraph 32.c. Monitoring with a PEMS that is required 

by this Paragraph shall be conducted in accordance with the requirements of Appendix C. 

31 
CEMS required under this Paragraph shall be operated and data recorded pursuant to 

applicable law. Units with Qualifying Controls installed before Date of Entry that are 

subject to this Paragraph shall comply with this Paragraph by three (3) years from Date of 

Entry. 

33. Beginning no later than 180 days after installing Qualifying Controls and 

commencing operation of a heater or boiler that will be monitored by use of a NOx 

CEMS that is required by Paragraph 32, Sunoco shall install, certify, calibrate, maintain, 

and operate all CEMS in accordance with the provisions of 40 C.F.R. § 60.13 that are 

applicable to CEMS (excluding those provisions applicable only to COMS) and Part 60 

Appendices A and F, and the applicable performance specification test of 40 C.F.R. Part 

60 Appendix B. With respect to 40 C.F.R. Part 60, Appendix F, in lieu of the 

requirements of 40 C.F.R. Part 60, Appendix F, sections 5.1.1, 5.1.3, and 5.1.4, Sunoco 

must conduct either a Relative Accuracy Audit (“RAA”) or a Relative Accuracy Test 

Audit (“RATA”) on each CEMS at least once every three (3) years. Sunoco must also 

conduct Cylinder Gas Audits (“CGA”) each calendar quarter during which a RAA or a 

RATA is not performed. Nothing in this Paragraph shall affect any more stringent State 

or Local monitoring requirements. 

34. The requirements of this Section V.F do not exempt Sunoco from 

complying with any and all Federal, state, or local requirements that may require 

technology upgrades based on actions or activities occurring after the Date of Lodging 

of this Consent Decree. 

32 
35. Sunoco shall retain all records required to support the reporting 

requirements under this Part until the termination of the Consent Decree, unless other 

regulations require the records to be maintained longer. 

G. SO2 Emissions Reductions from and NSPS Applicability for Heaters and 

Boilers. 

36. By no later than Date of Entry, all heaters and boilers at Sunoco’s Toledo 

and Philadelphia Refineries shall become affected facilities subject to the requirements 

of NSPS Subpart J for fuel gas combustion devices, except where an alternate schedule 

for NSPS Subpart J compliance is set forth in Appendix D (“NSPS Subpart J 

Compliance Schedule for Heaters and Boilers”). 

37. No later than Date of Entry, except for those heaters and boilers for which 

a phaseout schedule is provided at Appendix E (“Fuel Oil Combustion Phaseout 

Schedule for Heaters and Boilers”), Sunoco shall not burn Fuel Oil in any combustion 

unit at its Refineries except that: 

a. Sunoco may burn Fuel Oil at these Refineries during periods of Natural 

Gas Curtailment, Test Runs, and operator training. 

b. Sunoco may burn acid soluble oil (including cutter and line flush material) 

at the Philadelphia Refinery. 

c. Sunoco may burn Torch Oil in FCCU regenerators to assist in starting, 

restarting, hot standby, or to maintain regenerator heat balance. 

d. Sunoco may burn Fuel Oil in any CO boiler that is equipped with a WGS. 

38. For Sunoco’s Heaters and Boilers identified above that are or become

affected facilities under NSPS Subpart J pursuant to Section V.G of this Consent

33 
Decree, entry of this Consent Decree and compliance with the relevant monitoring

requirements of this Consent Decree shall satisfy the notice requirements of 40 C.F.R. 

§ 60.7(a) and the initial performance test requirement of 40 C.F.R. § 60.8.

H. Sulfur Reductions at the Tulsa Refinery. 

39. By eight (8) years from Date of Entry or by 12.31.13, whichever is earlier, 

Sunoco shall ensure that, (a) prior to combustion, the gas in the Tulsa Refinery's 

refinery fuel gas loop meets the H2S limit set forth in 40 C.F.R. §60.104(a); and (b) at 

least 95% of the sulfur removed from the fuel gas is recovered. 

I. Sulfur Recovery Plants - NSPS Applicability. 

40. Description of Sulfur Recovery Plants. Sunoco owns and operates

Claus Sulfur Recovery Plants (“SRPs”) at theMarcus Hook, Philadelphia, and Toledo 

refineries. 

a. Marcus Hook SRP: The SRP at theMarcus Hook Refinery (“Marcus 

Hook SRP”) consists of two Claus trains. Each Claus train has its own SCOT Tail Gas 

Unit (“TGU”) that serves as that train’s control device. 

b. Philadelphia SRP: The SRP at the Philadelphia Refinery (“Philadelphia 

SRP”) consists of two Claus trains, 867N and 867S. There is one SCOT TGU and a 

backup TGU that serve as the control devices for the two Claus trains. 

c. Toledo SRP: The SRP at the Toledo Refinery (“Toledo SRP”) consists of 

one Claus train. 

41. Claus Sulfur Recovery Plant NSPS Applicability. Effective on Date of 

Entry of the Consent Decree, each SRP at the Marcus Hook, Philadelphia, and Toledo 

Refineries shall be an “affected facility” under NSPS, 40 C.F.R. Part 60, Subparts A and 

34 
J. The parties agree that Paragraphs 43 and 44 set forth a compliance plan and interim 

compliance requirements for the Toledo SRP to comply with Subpart J. If, during the 

interim period, Sunoco complies with the requirements in Paragraphs 43 and 44, the 

United States and Ohio EPA will consider the Toledo SRP to be in compliance with this 

Paragraph 41. 

42. NSPS Compliance at Marcus Hook and Philadelphia SRPs. By no 

later than the effective date of NSPS applicability for the Marcus Hook and Philadelphia 

SRPs, Sunoco shall, for those SRPs, comply with all applicable provisions of NSPS set 

forth at 40 C.F.R. Part 60, Subparts A and J, including, but not limited to, the following: 

a. Emission limit. Sunoco shall, for all periods of operation of theMarcus 

Hook and Philadelphia SRPs, comply with 40 C.F.R. § 60.104(a)(2) at each SRP except 

during periods of Startup, Shutdown or Malfunction of the respective SRP, or during a 

Malfunction of a TGU serving as a control device for the SRP. For the purpose of 

determining compliance with the Sulfur Recovery Plant emission limits of 40 C.F.R. 

§ 60.104(a)(2), the “Start-up/Shutdown” exemptions set forth in NSPS Subpart A shall 

apply to each SRP and not to the independent start-up or shutdown of a TGU serving as a 

control device for the SRP. However, the Malfunction exemption set forth in NSPS 

Subpart A shall apply to each SRP and to the TGU serving as the control device for the 

SRP. 

b. Monitoring. Sunoco shall monitor all emissions points (stacks) to the 

atmosphere for tail gas emissions and shall monitor and report excess emissions from 

each of these SRPs, as required by 40 C.F.R. §§ 60.7(c), 60.13, and 60.105(a)(5), (6) or 

(7). During the life of this Consent Decree, Sunoco shall conduct emissions monitoring 

35 
from these SRPs with CEMS at all of the emission points, unless an SO2 alternative 

monitoring procedure has been approved by EPA, per 40 C.F.R. § 60.13(i), for any of the 

emission points. This requirement for continuous monitoring of the SRP emission points 

is not applicable to the Acid Gas Flaring Devices that could be used to flare Acid Gas or 

Sour Water Stripper Gas diverted from the SRPs. 

43. NSPS Compliance at Toledo SRP. 

a. By no later than December 31, 2009, Sunoco shall install at the Toledo 

SRP a second Claus train and two TGUs to control the emissions from the Toledo SRP. 

By no later than eighteen (18) months after Date of Entry, Sunoco shall submit to EPA a 

compliance plan and schedule for the completion of installation of the new Toledo Claus 

train and TGUs. By December 31, 2009, Sunoco shall demonstrate compliance with 

NSPS Subpart A and J SRP requirements at theToledo Refinery. 

b. Sunoco shall also implement the following interim measures at the Toledo 

SRP: 

i. Sunoco shall continue to maintain and operate an SO2 CEMS for 

monitoring the emissions from the Toledo SRP in accordance with 40 

C.F.R. Part 60, Subpart A, § 60.13 and shall comply during the interim 

period with the specific monitoring and reporting provisions established in 

43.b.iii below. 

ii. By no later than 180 days after Date of Entry, Sunoco shall complete an 

optimization study to minimize emissions and to maximize sulfur recovery 

efficiencies at the Toledo SRP and shall submit a copy of that study to 

EPA. This study shall meet all of the requirements set forth in Paragraph 

36 
44. Sunoco shall implement the recommendations of the study that could 

reasonably optimize the performance of the Toledo SRP by no later than 

twelve (12) months from Date of Entry. 

iii. By no later than twelve (12) months from Date of Entry, Sunoco shall 

submit a report to EPA that proposes an appropriate interim performance 

standard (a range of percent recovery or other performance standard), 

appropriate monitoring and reporting requirements for the proposed 

interim performance standard and, if necessary, a schedule for 

implementing additional optimization study recommendations that would 

ensure that the SRP comply with Sunoco’s proposed standard. Beginning 

with the date of such submission, Sunoco shall comply with its proposed 

interim performance standard and, if necessary, implement its proposed 

schedule for additional optimization study recommendations. 

iv. If EPA determines, based on the results of the study and other available 

and relevant information, that a more stringent interim performance 

standard and/or a different implementation schedule is appropriate and can 

be achieved with a reasonable certainty of compliance, after an 

opportunity for consultation with Ohio EPA, EPA shall so notify Sunoco. 

Unless Sunoco disputes EPA’s determination(s) within 90 days of its 

receipt of that notice, it shall comply with such new standard within 90 

days or, if necessary, such other period as may be established by EPA 

consistent with any implementation schedule for additional optimization 

study recommendations proposed by Sunoco. Sunoco shall continue to 

37 
comply with the appropriate interim performance standard until such time 

as Sunoco completes installation of the TGUs in accord with the schedule 

under Paragraph 43.a and operates the Toledo SRP in compliance with 

NSPS Subpart J. 

44. Optimization. The optimization study required for the Toledo SRP shall 

meet the following requirements: 

a. A detailed evaluation of the Claus plant design and capacity, of the 

operating parameters and of the conversion and recovery efficiencies across the reaction 

furnace, waste heat boiler and each catalytic converter – including assessment of catalytic 

activity and determinations of material balances; 

b. An analysis of the composition and variability of the acid gas and sour 

water stripper gas resulting from the processing of the crude slate actually used, or 

expected to be used, in those Claus train(s); 

c. A review of each critical piece of process equipment and instrumentation 

within the Claus train to correct problems that have prevented the Claus train from 

achieving its optimal sulfur recovery efficiency; 

d. Establishment of baseline data through testing and measurement of key 

parameters throughout the Claus train; 

e. Establishment of a thermodynamic process model of the Claus train; 

f. For any key parameters that have been determined to be at less than 

optimal levels, initiation of logical, sequential, or stepwise changes designed to move 

such parameters toward their optimal values; 

38 
g. Verification through testing, analysis of continuous emission monitoring 

data or other means, of incremental and cumulative improvements in sulfur recovery 

efficiency, if any; 

h. Establishment of new operating procedures for long-term efficient 

operation; and 

i. The study shall be conducted to optimize the performance of the Claus 

train in light of the actual characteristics of the feeds to the train. 

45. Sulfur Pit Emissions. Sunoco shall continue to route or will re-route all 

sulfur pit emissions at all Sunoco Refineries so that they are eliminated, controlled, or 

included and monitored as part of the SRP’s emissions subject to the NSPS Subpart J 

limit for SO2, 40 C.F.R. § 60.104(a)(2), by no later than the first turnaround of the 

applicable Claus train that occurs on or after one year from Date of Entry or by 

December 31, 2008 (whichever first occurs). 

46. For Sunoco’s SRPs that become affected facilities under NSPS Subpart J 

pursuant to Section V.I. of this Consent Decree, entry of this Consent Decree and 

compliance with the relevant monitoring requirements of this Consent Decree shall 

satisfy the notice requirements of 40 C.F.R. § 60.7 (a) and the initial performance test 

requirement of 40 C.F.R. § 60.8. 

39 
47. Good Operation and Maintenance. 

a. By no later than 180 days from Date of Entry, Sunoco shall submit to EPA 

and the Appropriate Plaintiff/Intervenor a summary of the plans, implemented or to be 

implemented, at the Marcus Hook, Philadelphia, and Toledo Refineries for enhanced 

maintenance and operation of their SRPs, and TGUs, including any supplemental control 

devices, and the appropriate Upstream Process Units. This plan shall be termed a 

Preventive Maintenance and Operation Plan (“PMO Plan”). The PMO Plan shall be a 

compilation of Sunoco’s approaches for exercising good air pollution control practices 

and for minimizing SO2 emissions at each of these Refineries. PMO Plans shall have as 

their goals the elimination of Acid Gas Flaring and the continuous operation of the SRPs, 

between Scheduled Maintenance turnarounds, with a minimization of emissions. The 

PMO Plan shall include, but not be limited to, sulfur shedding procedures, startup and 

shutdown procedures, emergency procedures and schedules to coordinate maintenance 

turnarounds of the SRP Claus trains and associated TGUs to coincide, if necessary to 

minimize emissions, with scheduled turnarounds of major Upstream Process Units. 

Sunoco shall operate consistent with the PMO Plans at all times, including periods of 

Startup, Shutdown and Malfunction of its SRPs. Changes to a PMO Plan related to 

minimizing Acid Gas Flaring and/or SO2 emissions shall be summarized and reported by 

Sunoco to EPA and the Appropriate Plaintiff/Intervenor on an annual basis. 

b. EPA and the Appropriate Plaintiff/Intervenors do not, by their review of a 

PMO Plan and/or by their failure to comment on a PMO Plan, warrant or aver in any 

manner that any of the actions that Sunoco may take pursuant to such PMO Plan will 

result in compliance with the provisions of the Clean Air Act or any other applicable 

40 
federal, state, or local law or regulation. Notwithstanding the review by EPA or any state 

agency of a PMO Plan, Sunoco shall remain solely responsible for compliance with the 

Clean Air Act and such other laws and regulations. 

J. Hydrocarbon Flaring Devices. 

48. NSPS Applicability of Hydrocarbon Flaring Devices: Sunoco owns and 

operatesthe Hydrocarbon Flaring Devices identified in Appendix F (“List of Flaring 

Devices”) to this Consent Decree. By no later than the dates identified in Appendix G 

(“NSPS Subpart J Compliance Schedule for Flares”), Sunoco agrees that the HCFlaring 

Devices listed in Appendix G are “affected facilities” (as that term is used in NSPS, 40 

C.F.R. Part 60) subject to, and required to comply with, the requirements of 40 C.F.R. 

Part 60, Subparts A and J, for fuel gas combustion devices used as emergency control 

devices for quick and safe release of combustible gases. 

a. Sunoco shall meet the NSPS Subparts A and J requirements for each 

NSPS HC Flaring Device by using one or any combination of the following methods: 

i. Operating and maintaining a flare gas recovery system to prevent 

continuous or routine combustion in the NSPS HC Flaring Device. Use of 

a flare gas recovery system on a flare obviates the need to continuously 

monitor emissions as otherwise required by 40 C.F.R. § 60.105(a)(4); 

ii. Eliminating the routes of continuous or intermittent, routinely-generated 

refinery fuel gases to an NSPS HC Flaring Device and operating the 

Flaring Device such that it only receives non-routinely generated gases, 

process upset gases, fuel gas released as a result of relief valve leakage or 

gases released due to other emergency malfunctions; or 

41 
iii. Operating the NSPS HC Flaring Device as a fuel gas combustion device, 

monitoring it for the continuous or intermittent, routinely-generated 

refinery fuel gases streams put into the flare header, with (A) a CEMS as 

required by 40 C.F.R. § 60.105(a)(4); or (B) a parametric monitoring 

system approved by EPA under 40 C.F.R. § 60.13(i); or (C) an alternative 

monitoring system containing the components outlined in Appendix H 

(“AlternativeMonitoring Protocol for Flares”) to this Consent Decree and 

approved by EPA under 40 C.F.R. § 60.13(i). 

Sunoco shall identify the options that were implemented for each NSPS 

Hydrocarbon Flaring Device in the first Report due under Paragraph 114 after such 

compliance is achieved. 

b. The Parties recognize that periodic maintenance may be required for 

properly designed and operated flare gas recovery systems. Sunoco shall take all 

reasonable measures to minimize emissions while such periodic maintenance on a flare 

gas recovery system is being performed. The Parties also recognize that under certain 

conditions, a flare gas recovery system may need to be bypassed in the event of an 

emergency or in order to ensure safe operation of refinery processes. Nothing in this 

Consent Decree precludes Sunoco from temporarily bypassing a flare gas recovery 

system under such conditions. 

c. Within 90 days after bringing an NSPS Hydrocarbon Flaring Device into 

compliance with NSPS Subparts A and J, in accord with the provisions in Paragraph 48.a. 

and with the schedule in Appendix G, Sunoco shall conduct a flare performance test 

pursuant to 40 C.F.R. §§ 60.8 and 60.18, or an EPA-approved equivalent method. In lieu 

42 
of conducting the velocity test required in 40 C.F.R. § 60.18, Sunoco may submit 

velocity calculations which demonstrate that the NSPS Hydrocarbon Flaring Device 

meets the performance specification required by 40 C.F.R. § 60.18. For Sunoco’s Flaring 

Devices identified above that are or become affected facilities under NSPS Subpart J 

pursuant to Section V.J. of this Consent Decree, entry of this Consent Decree shall satisfy 

the notice requirements of 40 C.F.R. § 60.7(a) and the initial performance test 

requirement of 40 C.F.R. § 60.8. 

49. Good Air Pollution Control Practices. On and after Date of Entry, 

Sunoco shall at all times and to the extent practicable, including during periods of 

Startup, Shutdown, upset and/or Malfunction of refinery process units, implement good 

air pollution control practices to minimize emissions from its Hydrocarbon Flaring 

Devices consistent with 40 C.F.R. § 60.11(d). Sunoco shall implement such good air 

pollution control practices to minimize Hydrocarbon Flaring Incidents by investigating, 

reporting and correcting all Hydrocarbon Flaring Incidents in accordance with the 

procedures in Paragraph 64. 

50. Compliance with the Emission Limit at 40 C.F.R. § 60.104(a)(1). 

a. Continuous or Intermittent, Routinely-Generated Refinery Fuel Gases. 

For continuous or intermittent, routinely-generated refinery gases that are combusted in 

any of the NSPS Hydrocarbon Flaring Devices, Sunoco shall comply with the emission 

limit at 40 C.F.R. § 60.104(a)(1) by the dates specified in Appendix G. 

b. Non-Routinely Generated Gases. The combustion of gases generated by 

the Startup, Shutdown, or Malfunction of a refinery process unit or released to an NSPS 

43 
Flaring Device as a result of relief valve leakage or other emergency Malfunction are 

exempt from the requirement to comply with 40 C.F.R. § 60.104(a)(1). 

K. Control of Acid Gas Flaring and Tail Gas Incidents. 

51. Flaring History. Sunoco has provided to EPA a report identifying AG

Flaring Incidents that occurred in recent years, their probable causes and estimated

emissions, and the corrective measures taken by Sunoco to avoid future AG Flaring

Incidents.

52. Future Acid Gas Flaring and Tail Gas Incidents. Sunoco shall 

investigate the cause of future Acid Gas Flaring and Tail Gas Incidents, take reasonable 

steps to correct the conditions that have caused or contributed to such Acid Gas Flaring 

and Tail Gas Incidents, and minimize Acid Gas Flaring and Tail Gas Incidents at the 

Marcus Hook, Philadelphia, and Toledo Refineries. Sunoco shall follow the procedures 

in this Section V.K. to evaluate whether Acid Gas/Sour Water Stripper Gas Flaring 

Incidents occurring after Date of Entry are due to Malfunctions or are subject to 

stipulated penalties. The investigative and evaluative procedures in this Section V.K. 

will also be used to assess whether Tail Gas Incidents, as described in Paragraph 63, are 

due to Malfunctions or are subject to stipulated penalties. 

53. Investigation and Reporting. No later than 45 days following the end of 

an Acid Gas Flaring Incident occurring after Date of Entry, Sunoco shall submit to EPA 

and the Appropriate Plaintiff/Intervenor a report that sets forth the following: 

a. The date and time that the Acid Gas Flaring Incident started and ended. 

To the extent that the Acid Gas Flaring Incident involved multiple releases either within a 

44 
24-hour period or within subsequent, contiguous, non-overlapping 24-hour periods, 

Sunoco shall set forth the starting and ending dates and times of each release; 

b. An estimate of the quantity of sulfur dioxide that was emitted and the 

calculations that were used to determine that quantity; 

c. The steps, if any, that Sunoco took to limit the duration and/or quantity of 

sulfur dioxide emissions associated with the Acid Gas Flaring Incident; 

d. A detailed analysis that sets forth the Root Cause and all significant 

contributing causes of that Acid Gas Flaring Incident, to the extent determinable; 

e. An analysis of the measures, if any, that are available to reduce the 

likelihood of a recurrence of an Acid Gas Flaring Incident resulting from the same Root 

Cause or significant contributing causes in the future. If two or more reasonable 

alternatives exist to address the Root Cause, the analysis shall discuss the alternatives that 

are available, the probable effectiveness and cost of the alternatives, and whether or not 

an outside consultant should be retained to assist in the analysis. Possible design, 

operation and maintenance changes shall be evaluated. If Sunoco concludes that 

corrective action(s) is (are) required under this Paragraph 53 the report shall include a 

description of the action(s) and, if not already completed, a schedule for its (their) 

implementation, including proposed commencement and completion dates. If Sunoco 

concludes that corrective action is not required under this Paragraph 53, the report shall 

explain the basis for that conclusion; 

f. A statement that: (a) specifically identifies each of the grounds for 

stipulated penalties in Paragraphs 56 and 57 of this Decree and describes whether or not 

the Acid Gas Flaring Incident falls under any of those grounds; (b) if an Acid Gas Flaring 

45 
Incident falls under Paragraph 57 of this Decree, describes which Paragraph 57.a or 57.b 

applies and why; and (c) if an Acid Gas Flaring Incident falls under either Paragraph 56 

or 57.b, states whether or not Sunoco asserts a defense to the Flaring Incident, and if so, a 

description of the defense; 

g. To the extent that investigations of the causes and/or possible corrective 

actions still are underway on the due date of the report, a statement of the anticipated date 

by which a follow-up report fully conforming to the requirements of Paragraphs 53.d and 

53.e shall be submitted; provided, however, that if Sunoco has not submitted a report or a 

series of reports containing the information required to be submitted under this Paragraph 

within the 45-day time period set forth in this Paragraph (or such additional time as EPA 

may allow) after the due date for the initial report for the Acid Gas Flaring Incident, the 

stipulated penalty provisions of Section XI shall apply, but Sunoco shall retain the right 

to dispute, under the dispute resolution provision of this Consent Decree, any demand for 

stipulated penalties that was issued as a result of Sunoco’s failure to submit the report 

required under this Paragraph within the time frame set forth. Nothing in this Paragraph 

shall be deemed to excuse Sunoco from its investigation, reporting, and corrective action 

obligations under this Section for any Acid Gas Flaring Incident which occurs after an 

Acid Gas Flaring Incident for which Sunoco has requested an extension of time under 

this Paragraph; and 

h. To the extent that completion of the implementation of corrective 

action(s), if any, is not finalized at the time of the submission of the report required under 

this Paragraph, then, by no later than 30 days after completion of the implementation of 

46 
corrective action(s), Sunoco shall submit a report identifying the corrective action(s) 

taken and the dates of commencement and completion of implementation. 

54. Corrective Action. 

a. In response to any AG Flaring Incident occurring after Date of Entry, 

Sunoco shall take, as expeditiously as practicable, such interim and/or long-term 

corrective actions, if any, as are consistent with good engineering practice to minimize 

the likelihood of a recurrence of the Root Cause and all significant contributing causes of 

that AG Flaring Incident. 

b. If EPA does not notify Sunoco in writing within 45 days of receipt of the 

report(s) required by Paragraph 53 that it objectsto one or more aspects of the proposed 

corrective action(s) and schedule(s) of implementation, if any, then that (those) action(s) 

and schedule(s) shall be deemed acceptable for purposes of compliance with Paragraph 

54.a of this Decree. EPA does not, however, by its failure to object to any corrective 

action that Sunoco may take in the future, warrant or aver in any manner that any 

corrective actions in the future shall result in compliance with the provisions of the Clean 

Air Act or its implementing regulations. 

c. If EPA objects, in whole or in part, to the proposed corrective action(s) 

and/or the schedule(s) of implementation or, where applicable, to the absence of such 

proposal(s) and/or schedule(s), it shall notify Sunoco and explain the basis for its 

objection (s) in writing within 45 days following receipt of the report(s) required by 

Paragraph 53, above. Sunoco shall respond within 45 days to EPA’s objection(s). 

d. Nothing in this Section V.K shall be construed to limit the right of Sunoco 

to take such corrective actions as it deems necessary and appropriate immediately 

47 
following an Acid Gas Flaring Incident or in the period during preparation and review of 

any reports required under this Paragraph. 

55. Stipulated Penalties for Acid Gas Flaring Incidents: The provisions of 

Paragraphs 56 through 58 are to be used by EPA in assessing stipulated penalties for 

AG Flaring Incidents occurring after Date of Entry of this Consent Decree and by the 

United States in demanding stipulated penalties under this Section V.K. The logic 

diagram attached hereto as Appendix I (“Logic Diagram for Paragraphs 56-58”) to this 

Consent Decree is intended to describe the process outlined in Paragraphs 56-58. 

Paragraphs 56-58 shall be interpreted and construed, to the maximum extent feasible, to 

be consistent with that Appendix. However, in the event of a conflict between the 

language of those Paragraphs and Appendix I, the language of those Paragraphs shall 

control. The provisions of Paragraphs 56-58 do not apply to HC Flaring Incidents. 

56. The stipulated penalty provisions of Paragraph 152 shall apply to any Acid 

Gas Flaring Incident for which the Root Cause was one or more or the following acts, 

omissions, or events: 

a. Error resulting from careless operation by the personnel charged with the 

responsibility for the Sulfur Recovery Plant, TGU, or Upstream Process Units; 

b. Failure to follow written procedures; 

c. A failure of equipment that is due to a failure by Sunoco to operate and 

maintain that equipment in a manner consistent with good engineering practice; 

d. Shutdown of the Toledo SRP that is due to lack of amine directed to the 

regenerator; or, 

48 
e. Shutdown of the Toledo SRP caused by failure of the 600 volt substation 

at No. 1 substation due to a failure by Sunoco to operate and maintain the substation in a 

manner consistent with good engineering practices. 

57. If the Acid Gas Flaring Incident is not a result of one of the Root Causes 

identified in Paragraph 56, then the stipulated penalty provisions of Paragraph 152 shall 

apply if the Acid Gas Flaring Incident: 

a. Results in emissions of sulfur dioxide at a rate greater than twenty (20.0) 

pounds per hour continuously for three (3) consecutive hours or more and Sunoco failed 

to act consistent with its PMO Plan and/or to take any action during the Acid Gas Flaring 

Incident to limit the duration and/or quantity of SO2 emissions associated with such 

incident; or 

b. Causes the total number of Acid Gas Flaring Incidents in a rolling twelve 

(12) month period to exceed five (5) per Refinery. 

58. With respect to any Acid Gas Flaring Incident not identified in Paragraphs 

56 or 57, the following provisions shall apply: 

a. First Time: If the Root Cause of the Acid Gas Flaring Incident was not a 

recurrence of the same Root Cause that resulted in a previous Acid Gas Flaring Incident 

that occurred since Date of Entry, then: 

i. If the Root Cause of the Acid Gas Flaring Incident was sudden, infrequent, 

and not reasonably preventable through the exercise of good engineering 

practice, then that cause shall be designated as an agreed-upon 

malfunction for purposes of reviewing subsequent Acid Gas Flaring 

Incidents; 

49 
ii. If the Root Cause of the Acid Gas Flaring Incident was sudden and 

infrequent, and was reasonably preventable through the exercise of good 

engineering practice, then Sunoco shall implement corrective action(s) 

pursuant to Paragraph 54, and the stipulated penalty provisions of Section 

XI shall not apply. 

b. Recurrence: If the Root Cause is a recurrence of the same Root Cause that 

resulted in a previous Acid Gas Flaring Incident that occurred since Date of Entry, then 

Sunoco shall be liable for stipulated penalties under Section XI unless: 

i. the Flaring Incident resulted from a Malfunction; or 

ii. the Root Cause previously was designated as an agreed-upon malfunction 

under Paragraph 58.a.(i); or 

iii. the AG Flaring Incident had as its Root Cause the recurrence of a Root 

Cause for which Sunoco had previously developed, or was in the process 

of developing, a corrective action plan and for which Sunoco had not yet 

completed implementation. 

59. Defenses: Sunoco may raise the following affirmative defenses in 

response to a demand by the United States for stipulated penalties: 

a. Force majeure under Section XIV of this Consent Decree. 

b. As to Paragraph 56, the Acid Gas Flaring Incident does not meet the 

identified criteria. 

c. As to Paragraph 57, the Acid Gas Flaring Incident does not meet the 

identified criteria and/or was due to a Malfunction. 

50 
d. As to Paragraph 58, the Acid Gas Flaring Incident does not meet the 

identified criteria, was due to a Malfunction and/or Sunoco was in the process of timely 

developing or implementing a corrective action plan under Paragraph 54 for the previous 

Acid Gas Flaring Incident. 

60. In the event a dispute under Paragraphs 57 or 58 is brought to the Court 

pursuant to the Dispute Resolution provisions of this Consent Decree, Sunoco may also 

assert a Start up, Shutdown and/or upset defense, but the United States shall be entitled 

to assert that such defenses are not available. If Sunoco prevails in persuading the Court 

that the defenses of Startup, Shutdown and/or upset are available for AG Flaring 

Incidents under 40 C.F.R. 60.104(a)(1), Sunoco shall not be liable for stipulated 

penalties for emissions resulting from such Startup, Shutdown and/or upset. If the 

United States prevails in persuading the Court that the defenses or Startup, Shutdown 

and/or upset are not available, Sunoco shall be liable for such stipulated penalties. 

61. Other than for aMalfunction or force majeure, if no Acid Gas Flaring 

Incident occurs at either the Marcus Hook, Philadelphia, or Toledo Refinery for a 

rolling 36 month period, then the stipulated penalty provisions of Section XI for such 

flaring shall no longer apply to that Refinery. EPA may elect to prospectively reinstate 

the stipulated penalty provision for such flaring if such Refinery has a subsequent Acid 

Gas Flaring Incident which would otherwise be subject to stipulated penalties. EPA's 

decision shall not be subject to dispute resolution. Once EPA provides Sunoco with 

notice of reinstatement, the stipulated penalty provision shall continue for the remaining 

life of this Consent Decree for that Refinery. 

51 
62. Emission Calculations. 

a. Calculation of the Quantity of Sulfur Dioxide Emissions Resulting from 

AG Flaring. For purposes of this Consent Decree, the quantity of SO2 emissions 

resulting from AG Flaring Incident shall be calculated by the following formula: 

Tons of SO2 = [FR][TD][ConcH2S][8.44x10-5]. 

The quantity of SO2 emitted shall be rounded to one decimal point. (Thus, for 

example, for a calculation that results in a number equal to 10.050 tons, the quantity of 

SO2 emitted shall be rounded to 10.1 tons, and less than 10.050 shall be rounded to 10.0.) 

For purposes of determining the occurrence of, or the total quantity of SO2 emissions 

resulting from, an AG Flaring Incident that is comprised of intermittent AG Flaring, the 

quantity of SO2 emitted shall be equal to the sum of the quantities of SO2 flared during 

each 24-hour period starting when the Acid Gas was first flared. 

b. Calculation of the Rate of SO2 Emissions During AG Flaring. For 

purposes of this Consent Decree, the rate of SO2 emissions resulting from AG Flaring 

Incident shall be expressed in terms of pounds per hour and shall be calculated by the 

following formula: 

ER = [FR][ConcH2S][0.169]. 

The emission rate shall be rounded to one decimal point. (Thus, for example, for 

a calculation that results in an emission rate of 19.95 pounds of SO2 per hour, the 

emission rate shall be rounded to 20.0 pounds of SO2 per hour; for a calculation that 

results in an emission rate of 20.05 pounds of SO2 per hour, the emission rate shall be 

rounded to 20.1.) 

52 
c. Meaning of Variables and Derivation of Multipliers Used in the Equations 

in this Paragraph 62: 

ER = Emission Rate in pounds of SO2 per hour 

FR = Average Flow Rate to Flaring Device(s) during Flaring 

Incident in standard cubic feet per hour 

TD = Total Duration of Flaring Incident in hours 

ConcH2S = Average Concentration of Hydrogen Sulfide in gas during 

Flaring Incident (or immediately prior to Flaring Incident if 

all gas is being flared) expressed as a volume fraction (scf 

H2S/scf gas) 

8.44 x 10-5

 = [lb mole H2S/379 scf H2S][64 lbs SO2/lb mole 

H2S][Ton/2000 lbs] 

0.169 = [lb mole H2S/379 scf H2S][1.0 lb mole SO2/1 lb mole 

H2S][64 lb SO2/1.0 lb mole SO2] 

The flow of gas to the AG Flaring Device(s) (“FR”) shall be as measured by the 

relevant flow meter or reliable flow estimation parameters. Hydrogen sulfide 

concentration (“ConcH2S”) shall be determined from the Sulfur Recovery Plant feed gas 

analyzer, from knowledge of the sulfur content of the process gas being flared, by direct 

measurement by tutwiler or draeger tube analysis or by any other method approved by 

EPA or the Appropriate Plaintiff/Intervenors. In the event that any of these data points is 

unavailable or inaccurate, the missing data point(s) shall be estimated according to best 

engineering judgment. The report required under Paragraph 53 shall include the data 

used in the calculation and an explanation of the basis for any estimates of missing data 

points. 

53 
63. Tail Gas Incidents. 

a. Investigation, Reporting, Corrective Action and Stipulated Penalties. For 

Tail Gas Incidents, Sunoco shall follow the same investigative, reporting, corrective 

action and assessment of stipulated penalty procedures as those set forth in Paragraphs 52 

through 61 for Acid Gas Flaring Incidents. Those procedures shall be applied to TGU 

shutdowns, bypasses of a TGU, or other events which result in a Tail Gas Incident, 

including unscheduled shutdowns of a Claus Sulfur Recovery Plant. Notwithstanding the 

foregoing, stipulated penalties shall not apply to emissions resulting from the scheduled 

Start-up or Shutdown of a Sulfur Recovery Plant. This Paragraph 63 shall apply at 

Marcus Hook and Philadelphia Refineries on and after Date of Entry of this Consent 

Decree. At the Toledo Refinery this Paragraph 63 shall apply at such time as Sunoco 

completes installation of the TGU(s) in accord with the schedule under Paragraph 43.a 

and operates the Toledo SRP in compliance with NSPS Subpart J. 

b. Calculation of the Quantity of SO2 Emissions Resulting from a Tail Gas 

Incident. For the purposes of this Consent Decree, the quantity of SO2 emissions 

resulting from a Tail Gas Incident shall be calculated by one of the following methods, 

based on the type of event: 

i. If Tail Gas is combusted in a flare, the SO2 emissions are calculated using 

the methods outlined in Paragraph 62; or 

ii. If Tail Gas exceeding the 250 ppmvd (NSPS J limit) is emitted from a 

monitored SRP incinerator, then the following formula applies: 

TDTGI 

ERTGI = Σ [ FRInc.

]i [Conc. SO2 - 250]i [0.169 x 10-6] [(20.9 - % O2)/20.9]i 

i = 1 

54 
Where: 

ERTGI = Emissions in excess of the 250 ppm limit from the Tail Gas Unit at 

the SRP incinerator, pounds of SO2 over a 24-hour period 

TDTGI = Hours when the incinerator CEM was exceeding 250 ppmvd SO2 

on a rolling twelve hour average, corrected to 0% O2, in each 24-

hour period of the Incident 

i = Each hour within TDTGI 

FRInc. = Incinerator Exhaust Gas Flow Rate (standard cubic feet per hour, 

dry basis) (actual stack monitor data or engineering estimate based 

on the acid gas feed rate to the SRP) for each hour of the Incident 

Conc. SO2 = The average SO2 concentration (CEMS data) that is greater than 

250 ppm in the incinerator exhaust gas, ppmvd corrected to 0% O2, 

for each hour of the Incident 

% O2 = O2 concentration (CEMS data) in the incinerator exhaust gas in 

volume % on dry basis for each hour of the Incident 

0.169 x 10-6

 = [lb mole of SO2 / 379 SO2 ] [64 lbs SO2 / lb mole SO2 ] [1 x 10-6 ] 

Standard conditions = 60 degree F; 14.7 lbforce/sq.in. absolute 

In the event the concentration SO2 data point is inaccurate or not available or a 

flow meter for FRInc, does not exist or is inoperable, then Sunoco shall estimate emissions 

based on best engineering judgment. 

L. Control of Hydrocarbon Flaring Incidents. 

64. For Hydrocarbon Flaring Incidents occurring after Date of Entry, Sunoco 

shall follow the same investigative, reporting, and corrective action procedures as those 

set forth in Section V.K. for Acid Gas Flaring Incidents; provided however, that in lieu 

of identifying possible corrective actions under Paragraph 53.e and taking interim and/or 

long-term corrective action under Paragraph 54 for a Hydrocarbon Flaring Incident with 

a Root Cause attributable to the Startup or Shutdown of a unit that Sunoco has 

55 
previously analyzed under this Paragraph, Sunoco may identify such prior analysis 

when submitting the report required under this Paragraph. Sunoco shall submit the 

Hydrocarbon Flaring Incident(s) reports as part of the Semi-annual Progress Reports 

required pursuant to Section IX. Stipulated penalties under Paragraphs 56 - 58 and 

Section XI shall not apply to Hydrocarbon Flaring Incident(s). The formulas at 

Paragraph 62, used for calculating the quantity and rate of sulfur dioxide emissions 

during AG Flaring Incidents, shall be used to calculate the quantity and rate of sulfur 

dioxide emissions during HC Flaring Incidents. 

M. Benzene Waste NESHAP Program Enhancements. 

In addition to continuing to comply with all applicable requirements of 40 C.F.R. 

Part 61, Subpart FF (the “Benzene Waste Operations NESHAP,” “BWON,” or “Subpart 

FF”), Sunoco agrees to undertake, at each Covered Refinery, the measures set forth in 

this Section to ensure enhanced compliance with Subpart FF and to minimize or 

eliminate fugitive benzene waste emissions. For purposes of this Section (“Benzene 

Waste NESHAP Program Enhancements”), “Covered Refinery” means (i) the Marcus 

Hook Refinery; (ii) the Philadelphia Refinery; and (iii) the Toledo Refinery. The Tulsa 

Refinery is not a Covered Refinery unless and until it has a Total Annual Benzene 

(“TAB”) equal to or greater than 10 Mg/yr, at which point it will become a Covered 

Refinery. 

65. Current Compliance Status. 

a. As of Date of Entry of the Consent Decree, at each Covered Refinery, 

Sunoco shall comply with the compliance option set forth at 40 C.F.R. § 61.342(c), 

utilizing the exemptions set forth in 40 C.F.R. §§ 61.342(c)(2) and (c)(3)(ii) (hereinafter 

56 
referred to as the “2 Mg Compliance Option”). 

b. As of Sunoco’s most recent TABsubmittal date, Sunoco reported that it 

had a TAB of less than 10 Mg/yr at its Tulsa Refinery; accordingly, the Tulsa Refinery is 

not a Covered Refinery. 

66. Refinery Compliance Status Changes. 

Commencing on Date of Entry of the Consent Decree and continuing through the 

Date of Termination, to the extent applicable, Sunoco shall not change the compliance 

status of any Covered Refinery from the 6 BQ Compliance Option to the 2 Mg 

Compliance Option. If at any time after Date of Entry of the Consent Decree, the Tulsa 

Refinery is determined to have a TAB equal to or greater than 10 Mg/yr, Sunoco shall not 

utilize the 2 Mg Compliance Option. Sunoco shall consult with the EPA, the appropriate 

EPA Region, and the appropriate state agency (“Relevant Government Agencies”) before 

making any change in compliance strategy not expressly prohibited by this Paragraph. 

All changes must be undertaken in accordance with Subpart FF. 

67. Review and Verification of Each Covered Refinery and Tulsa’s TAB 

and Compliance Status. 

a. Phase One of the Review and Verification Process. By no later than 240 

days after Date of Entry of the Consent Decree, Sunoco shall complete a review and 

verification of the TAB and the BWON compliance status of two of the four Refineries, 

and shall complete a review of each Covered Refinery and Tulsa within 365 days. For 

each Covered Refinery and Tulsa, the review and verification process shall include, but 

shall not be limited to: 

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i. An identification of each waste stream that is required to be included in 

the Covered Refinery’s TAB (e.g., slop oil, tank water draws, spent 

caustic, spent caustic hydrocarbon layer, desalter rag layer undercarry, 

desalter vessel process sampling points, other sample wastes, maintenance 

wastes, and turnaround wastes); 

ii. A review and identification of the calculations and/or measurements used 

to determine the flows of each waste stream for the purpose of ensuring 

the accuracy of the annual waste quantity for each waste stream; 

iii. An identification of the benzene concentration in each waste stream, 

including sampling for benzene concentration at no less than ten (10) 

waste streams per refinery consistent with the requirements of 40 C.F.R. 

§§ 61.355(c)(1) and (3); provided, however, that previous analytical data 

or documented knowledge of waste streams may be used, as per 40 C.F.R. 

§ 61.355(c)(2), for streams not sampled; and 

iv. An indication whether or not the stream is controlled consistent with the 

requirements of Subpart FF. 

By no later than 30 days following the completion of Phase One of the review and 

verification process, Sunoco shall submit to EPA a BWON Compliance Review and 

Verification Report (“Phase One BWON Compliance Review and Verification Report”) 

that sets forth the results of Phase One, including the items identified in 

subparagraphs 67.a.i-iv. Sunoco shall submit one Phase One BWON Compliance 

Review and Verification Report for each Covered Refinery and for the Tulsa Refinery. 

58 
b. Phase Two of the Review and Verification Process. Based on EPA’s 

review of the Phase One BWON Compliance Review and Verification Reports, no later 

than 45 days fromthe submittal of the Phase One BWON Compliance Review and 

Verification Report EPA may select up to twenty (20) additional waste streams at each 

Covered Refinery for sampling for benzene concentration. As long as waste is being or is 

scheduled to be generated at the waste steams identified by EPA within 30 days of the 

request, Sunoco shall conduct the required sampling and submit the resultsto EPA within 

90 days of receipt of EPA’s additional sampling request. Sunoco shall use the results of 

this additional sampling to recalculate the TAB, to re-assess the Covered Refinery’s 

BWON compliance status, and to amend the Phase One BWON Compliance Review and 

Verification Reports to create a Phase Two BWON Compliance Review and Verification 

Report, as needed. To the extent that EPA requires Sunoco to re-sample a Phase One 

waste stream that was sampled as part of this PhaseTwo review, Sunoco may average the 

results of the two sampling events. Sunoco shall submit the Phase Two BWON 

Compliance Review and Verification Report no later than 150 days after receipt of EPA’s 

request for Phase Two sampling, if Phase Two sampling is required by EPA. 

c. Amended TAB Reports. Sunoco shall submit, by no later than 60 days 

after submission of the later of the Phase One or Phase Two BWON Compliance Review 

and Verification Report(s), an amended TAB report to the Relevant Government 

Agencies. 

59 
68. Implementation of Actions Necessary to Correct Noncompliance. 

a. BWON Corrective Action Plans 

i. Covered Refinery. If the results of the later of the Phase One or Phase 

Two BWON Compliance Review and Verification Report indicate that 

Sunoco is not in compliance with the 2 Mg Compliance Option at a 

Covered Refinery, then, for each such Covered Refinery not in 

compliance, Sunoco shall submit to EPA, by no later than 90 days after 

completion of the later of the Phase One or Phase Two BWON 

Compliance Review and Verification Report, a BWON Corrective Action 

Plan that identifies with specificity the compliance strategy and schedule 

that Sunoco shall implement to ensure that the Covered Refinery complies 

with the 2 Mg Compliance Option as soon as practicable, but no later than 

180 days after submission of the BWON Corrective Action Plan. 

ii. Tulsa Refinery. If the results of the Phase One or Phase Two BWON 

Compliance Review and Verification Report indicate that the Tulsa 

Refinery has a TAB equal to or greater than 10 Mg/yr, Sunoco shall 

submit to the Relevant Government Agencies, by no later than 180 days 

after completion of the Phase One or Phase Two BWON Compliance 

Review and Verification Report, a BWON Corrective Action Plan that 

identifies with specificity the compliance strategy and schedule that 

Sunoco shall implement to ensure that the Tulsa Refinery either reduces 

its TAB to lessthan 10 Mg/yr or complies with the 6 BQ Compliance 

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Option as soon as practicable, but no later than 365 days after submission 

of the BWON Corrective Action Plan. 

iii. Plan Implementation. Sunoco shall implement any EPA-approved BWON 

Corrective Action Plan under this Paragraph 68 in accordance with the 

schedule included in the approved Plan. 

b. Certification of Compliance with the 2 Mg Compliance Option. By no 

later than 30 days after completion of the implementation of all actions, if any, required 

pursuant to Paragraphs 68 or 75.f to come into compliance with the applicable 

compliance option, Sunoco shall submit a report to the Relevant Government Agencies 

that, asto the subject Refinery, the Refinery complies with the Benzene Waste 

Operations NESHAP. 

69. Carbon Canisters. Sunoco shall comply with the requirements of this 

Paragraph 69 at each Covered Refinery at all locations where any carbon canister 

system is used as a control device under Subpart FF. 

a. Limitations on Use of Single Carbon Canister Systems 

i. New Units or Installations. Except as expressly provided by 

subparagraphs iii and iv below, commencing on Date of Entry of the 

Consent Decree and continuing through the Date of Termination, Sunoco 

shall not use a single carbon canister system for any new unit or 

installation that requires control pursuant to Subpart FF at the Covered 

Refinery. 

ii. Existing Units or Installations. Except as expressly provided by 

subparagraphs iii and iv below, commencing 270 days after Date of Entry 

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of the Consent Decree and continuing through the Date of Termination, 

Sunoco shall not use a single carbon canister system for any existing unit 

or installation that requires control pursuant to Subpart FF at the Covered 

Refinery. 

iii. Temporary Applications. Sunoco may operate a properly-sized single 

canister system to control benzene emissions from a short-term operation, 

such as a temporary storage tank. For any canister operated as part of a 

single canister system, benzene “breakthrough” shall be defined for the 

purposes of the Consent Decree as any benzene reading above background 

as measured at the outlet of the canister. Sunoco shall monitor for 

breakthrough from a single carbon canister system at least once every 24 

hours. Sunoco shall replace any single carbon canister with a fresh carbon 

canister immediately after a benzene reading above background is 

detected at the outlet of the canister, unless Sunoco chooses to discontinue 

flow to the carbon canister or route the stream to an alternative control 

device. For the purpose of this subparagraph, “immediately” shall mean 

within 24 hours. 

iv. Permanent Applications. Sunoco may continue to operate a properly-sized 

single canister system on those applications that exist on the Date of 

Lodging of this Consent Decree where data over the past five (5) years 

demonstrate that breakthrough has not occurred in less than six (6) 

months. Sunoco shall monitor for “breakthrough” by monitoring for 

benzene on a bi-weekly basis at the outlet of the canister. “Breakthrough” 

62 
shall be defined for the purpose of this Consent Decree as any reading 

equal to or greater than one (1) ppm benzene. Sunoco shall replace any 

single carbon canister with a fresh carbon canister immediately after 

breakthrough is detected. For the purpose of this subparagraph, 

“immediately” shall mean within 24 hours. 

b. Installation and Use of Dual Canisters Operated in Series. Except as 

provided in Paragraph 69.a.iii and a.iv, by no later than 270 days after Date of Entry of 

the Consent Decree, Sunoco shall add a secondary carbon canister to each single carbon 

canister system on an existing unit or installation to convert the single canister system to 

a dual carbon canister system with the dual canisters operated in series, and shall at each 

location utilize the dual canister system to control benzene emissions pursuant to Subpart 

FF. By no later than 30 days following completion of the installation of the dual 

canisters, for each Refinery, Sunoco shall submit a report certifying the completion of the 

installation. The report shall include a list of all locations within each Refinery where 

secondary carbon canisters were installed, the installation date of each secondary 

canister, and the date that each secondary canister was put into operation. 

c. Breakthrough Monitoring With Dual Canisters. By no later seven (7) days 

after the installation of each secondary carbon canister, Sunoco shall start to monitor for 

breakthrough between the primary and secondary carbon canisters at times when there is 

actual flow to the carbon canister, in accordance with the frequency specified in 

40 C.F.R. § 61.354(d). At each Covered Refinery, Sunoco shall monitor for 

“breakthrough” by monitoring for benzene. For a dual carbon canister system, 

“breakthrough” shall be defined for the purpose of this Consent Decree as any reading 

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equal to or greater than 5 ppm benzene measured between the primary and secondary 

canister. In lieu of replacing the primary canister immediately, Sunoco may elect to 

monitor the secondary canister the day breakthrough between the primary and secondary 

canister is identified and each calendar day thereafter. This daily monitoring shall 

continue until the primary canister is replaced. If either benzene or VOC is detected at 

the outlet of the secondary canister during this period of daily monitoring, the primary 

canister must be replaced within 24 hours. The original secondary carbon canister will 

become the new primary carbon canister and a fresh carbon canister will become the 

secondary canister. 

d. Canister Replacement With Dual Canister System. Except as otherwise 

provided in Paragraph 69.c above, immediately when breakthrough is detected, Sunoco 

shall replace the original primary carbon canister with the secondary canister, and shall 

use a fresh canister as the new secondary canister. For the purpose of this Paragraph, 

“immediately” shall mean within 24 hours. 

e. Sunoco shall maintain a supply of fresh carbon canisters at each Covered 

Refinery at all times. 

f. Records for the requirements of this Paragraph 69 shall be maintained in 

accordance with 40 C.F.R. § 61.356(j)(10). 

70. Annual Review. By no later than 180 days from Date of Entry of the 

Consent Decree, Sunoco shall modify (or establish) its existing management of change 

procedures or shall develop and implement new written procedures to provide for 

performance of an annual review of process information for each Covered Refinery, 

including construction projects, to ensure that all new benzene waste streams are 

64 
included in the Covered Refinery’s waste stream inventory. Sunoco shall conduct such 

reviews on an annual basis until the Date of Termination. 

71. Laboratory Audits. Sunoco shall conduct audits of all laboratories that 

perform analyses of Sunoco’s Benzene Waste Operations NESHAP samples to ensure 

that proper analytical and quality assurance/quality control procedures are followed. 

Sunoco may elect to submit the results from laboratory audits conducted by other 

refineries under the global consent decrees, provided the audits meet Sunoco’s audit 

criteria. 

a. Sunoco shall complete audits of at least half of the laboratories used by the 

Covered Refinery within 180 days after Date of Entry of the Consent Decree, and shall 

complete the remaining audits within 365 days after Date of Entry of the Consent Decree. 

In addition, Sunoco shall audit any new laboratory used for analyses of benzene samples 

prior to use of the new laboratory. 

b. Until the Date of Termination, Sunoco shall conduct subsequent 

laboratory audits, such that each laboratory is audited every two (2) years. 

72. Benzene Spills. For each spill at each Covered Refinery after Date of 

Entry of the Consent Decree, Sunoco shall review the spill to determine if benzene 

waste, as defined by Subpart FF, was generated. For each spill involving the release of 

more than 10 pounds of benzene in a 24-hour period, Sunoco: (i) shall include benzene 

waste generated by the spill in the relevant Covered Refinery’s TAB, as required by 

40 C.F.R. § 61.342; and (ii) shall account for such benzene waste in accordance with the 

applicable compliance option calculations, as appropriate under Subpart FF, unless the 

65 
benzene waste is properly managed in controlled waste management units at the

Covered Refinery. 

73. Training. By no later than 90 days from Date of Entry of the Consent

Decree, Sunoco shall develop and begin implementation of annual (i.e., once each

calendar year) training for all employees assigned to draw benzene waste samples at

each Covered Refinery.

a. Covered Refinery. For each Covered Refinery, by no later than 180 days 

from Date of Entry of the Consent Decree, Sunoco shall complete the development of 

standard operating procedures for all control equipment used to comply with the Benzene 

Waste Operations NESHAP at the Covered Refinery. By no later than 180 days 

thereafter, Sunoco shall complete an initial training program regarding these procedures 

for all operators assigned to this equipment. Comparable training shall also be provided 

to any persons who subsequently become operators, prior to their assumption of this duty. 

Until the Date of Termination, “refresher” training in these procedures shall be performed 

on a three (3) year cycle. 

b. Tulsa Refinery. If and when the Tulsa Refinery TAB equals or exceeds 

10 Mg/yr, Sunoco shall implement operating procedures and training requirements at the 

Tulsa Refinery comparable to those required by Paragraph 73.a. By no later than 270 

daysthereafter, Sunoco shall complete an initial training program regarding these 

procedures for all operators assigned to this equipment. Sunoco shall propose a schedule 

for training at the same time that Sunoco proposes a plan, pursuant to Paragraphs 68.a.ii 

or 75.f that identifies the compliance strategy and schedule that Sunoco shall implement 

to come into compliance with the 6 BQ Compliance Option at the Tulsa Refinery. 

66 
c. As part of Sunoco’s training program, Sunoco must require that the 

employees of any contractors hired to perform the requirements of this Section V.M are 

properly trained to implement all provisions of this Section at the relevant Refinery. 

74. Waste/Slop/Off-Spec Oil Management. 

a. No later than 60 days after Date of Entry, Sunoco shall submit to EPA, for 

each Covered Refinery and Tulsa, schematics that: (i) depict the waste management units 

(including sewers) that handle, store, and transfer waste/slop/off-spec oil streams; (ii) 

identify the control status of each waste management unit; and (iii) show how such oil is 

transferred within the Refinery. If requested by EPA, Sunoco shall submit to EPA, 

within 90 days of EPA’s request, a set of revised schematics reflecting the 

characterization of oil streams and the appropriate control standards. These schematics 

will be used in preparing the end-of-line sampling plans. 

b. Organic Benzene Waste Streams. For: (i) each Covered Refinery from 

Date of Entry of this Consent Decree; and (ii) the Tulsa Refinery, if and when that 

Refinery’s TAB reaches 10 Mg/yr and a compliance strategy is approved, all waste 

management units handling “organic” benzene wastes, as defined in Subpart FF,shall 

meet the applicable control standards of Subpart FF. If controls not already in place are 

necessary on any waste management unit handling organic benzene wastes, Sunoco shall 

submit to EPA, within 90 days, a written plan and schedule, not to exceed 180 days from 

the date of EPA approval, for installation and operation of necessary controls. Sunoco 

shall complete the installation and commence operation of the necessary controls in 

accordance with the EPA-approved plan and schedule. 

67 
c. Aqueous Benzene Waste Streams. For purposes of complying with the 

2Mg or 6BQ Compliance Option, all waste management units handling aqueous benzene 

waste streams shall either meet the applicable control standards of Subpart FF or shall 

have their uncontrolled benzene quantity count toward the 2 or 6 Mg limit. 

75. Sampling. 

a. BWON Sampling Plans: General 

i. Requirement to Submit Plan. Sunoco shall submit to EPA for approval a 

separate BWON Sampling Plan designed to determine the benzene 

quantity in uncontrolled waste streams at each Covered Refinery and at 

the Tulsa Refinery. Each BWON Sampling Plan shall include the 

information required in Paragraph 75.b. Upon approval by EPA, Sunoco 

shall implement within the first full Calendar Quarter each EPA-approved 

BWON Sampling Plan. Delays in the approval of a BWON Sampling 

Plan for one Refinery shall not constitute grounds for delays in 

implementing an EPA-approved BWON Sampling Plan for another 

Refinery. 

ii. Timing for Submittal. If, as to the Covered Refinery that is the subject of 

the proposed BWON Sampling Plan, EPA has not requested Phase Two 

sampling, then Sunoco shall submit to EPA a proposed BWON Sampling 

Plan for that Covered Refinery by no later than 60 days after the time for 

EPA to request Phase Two sampling has expired. If, as to the Covered 

Refinery that is the subject of the proposed BWON Sampling Plan, EPA 

has requested Phase Two sampling, then Sunoco shall submit to EPA a 

68 
proposed BWON Sampling Plan for that Covered Refinery by no later 

than 120 days after submitting its Phase Two BWON Compliance Review 

and Verification Report. 

iii. Plan Revisions. If, before the Date of Termination, changes in processes, 

operations, or other factors lead Sunoco or EPA to conclude that the 

approved sampling locations, approved methods for determining flow 

calculations, and/or assumed volatilization rates no longer provide an 

accurate measure of a Covered Refinery’s uncontrolled benzene quantity, 

Sunoco shall submit a revised BWON Sampling Plan to EPA for approval. 

If, after two (2) years in which Sunoco has implemented monthly and 

quarterly sampling requirements pursuant to an EPA-approved BWON 

Sampling Plan, Sunoco determines that a less stringent sampling plan will 

provide an accurate determination of a Covered Refinery’s uncontrolled 

benzene quantity, Sunoco may request a modification to the 

EPA-approved BWON Sampling Plan for any Covered Refinery; 

provided, however, that Sunoco may not implement any modifications if 

EPA disapproves the plan within 90 days of its submission to EPA. 

iv. Plan Implementation. Sunoco shall commence monthly, quarterly, and 

annual sampling required under an EPA-approved BWON Sampling Plan 

in the first full calendar month after Sunoco receives EPA’s approval of 

the Plan, and shall continue monthly and quarterly sampling as required by 

the EPA-approved Plan through the Date of Termination. 

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b. BWON Sampling Plan Content. 

i. Covered Refinery. Sunoco’s BWON Sampling Plan for each Covered 

Refinery subject to the 2 Mg Compliance Option shall include: (i) a plan 

for conducting end-of-line (“EOL”) sampling pursuant to Paragraph 75.c 

on a monthly basis (three (3) samples in the quarter, one (1) each month); 

(ii) a plan for conducting non-EOL sampling pursuant to Paragraph 75.d.ii 

on a quarterly basis; (iii) an identification of all proposed sampling 

locations; and (iv) a description of the proposed flow calculation method 

to be used in making quarterly benzene determinations under Paragraph 

75.e. At each Covered Refinery, EOL sampling means sampling at the 

last practicable point before the waste stream enters a controlled waste 

management unit, if, based on engineering judgment, EOL sampling 

would provide a result different than would be provided at the point of 

waste generation. EOL sampling is not required once the stream has 

entered a controlled waste management unit, as long as the waste stream 

remains controlled until either final discharge or discharge to an activated 

sludge treatment unit. 

ii. Tulsa Refinery. So long as the Tulsa Refinery TAB does not equal or 

exceed 10 Mg/yr, Sunoco’s BWON Sampling Plan for the Tulsa Refinery 

shall include: (i) a plan for conducting EOL sampling pursuant to 

Paragraph 75.c on a monthly basis; (ii) a plan for conducting non-EOL 

sampling pursuant to Paragraph 75.d.i on an annual basis; (iii) an 

identification of all proposed sampling locations; and (iv) a description of 

70 
the proposed flow calculation method to be used in making quarterly 

benzene determinations under Paragraph 75.e. 

c. EOL Sampling. Sunoco shall take, and have analyzed, no less than three 

(3) representative samples from each EOL sampling location identified in an approved 

BWON Sampling Plan. Sunoco shall use the average of these three samples as the 

benzene concentration for the stream at the approved sampling location. All sampling 

results under this Paragraph shall be reported to EPA in the reports due under either 

Section IX of this Decree or pursuant to 40 C.F.R. § 61.357. 

d. Non-EOL (Point of Generation) Sampling. 

i. For the Tulsa Refinery, Sunoco’s BWON Sampling Plan shall include a 

plan for sampling each uncontrolled stream, at the point of generation, 

which contributes 0.05 Mg/yr or more to the Tulsa Refinery’s annual 

uncontrolled benzene quantity, for years in which the EOL sampling 

indicates a TAB of greater than 6 Mg/yr. 

ii. For Covered Refineries, Sunoco’s BWON Sampling Plan shall include a 

plan for sampling: (i) each uncontrolled waste stream that contributes 

greater than 0.05 Mg benzene per year toward the 2 Mg annual exempt 

waste total; and (ii) each uncontrolled waste stream that contains greater 

than 0.1 Mg benzene per year and that qualifies for the 10 ppmw benzene 

exemption. 

iii. Sunoco shall conduct all sampling under this Paragraph 75.d in 

compliance with the requirements of 40 C.F.R. § 61.355(c)(1) and (3). All 

sampling results under this Paragraph shall be reported to EPA in the 

71 
reports due under either Section IX of this Decree or pursuant to 40 C.F.R. 

§ 61.357. 

e. Calculation of Quarterly and Projected Calendar Year Benzene Quantities. 

At the end of each Calendar Quarter and based on the EOL sampling results and nonEOL sampling results and the approved flow calculations for each Covered Refinery, 

Sunoco shall calculate a quarterly benzene quantity and shall estimate a projected 

calendar year benzene quantity for each Covered Refinery. Sunoco shall submit the 

benzene quantity calculations in the reports due under Section IX of this Decree, and 

explain any anomalies or abnormalities. Sunoco may exclude explainable anomalies or 

abnormalities that are not expected to recur in the calendar year from estimations of the 

projected benzene quantity. 

f. Corrective Measures. Based on the calculations in Paragraph 75.e., 

Sunoco shall determine if the projected calendar year benzene quantity equals or exceeds: 

1. 10.0 Megagrams at the Tulsa Refinery; or 

2. 2.0 Megagrams (uncontrolled) at the Covered Refinery. 

If either of the conditions in this Paragraph 75.f exist then, for the relevant 

Refinery, Sunoco shall submit for EPA approval a compliance-assurance plan that 

identifies all corrective actions that Sunoco has taken or plans to take to ensure that 

noncompliance will not occur. If Sunoco cannot ensure that noncompliance will not 

occur, Sunoco shall make a statement to that effect in the report required by Paragraph 

75.e. Sunoco shall submit the compliance-assurance plan by no later than 60 days after 

the end of the Calendar Quarter in which one or more of the conditions in this Paragraph 

75.f are met. Sunoco shall implement the compliance assurance plan in accordance with 

72 
the schedule included in the approved plan. If EPA disapproves the complianceassurance plan, Sunoco shall confer with EPA to develop a mutually acceptable 

compliance-assurance plan. 

g. Third-Party TAB Study and Compliance Review. If, after two (2) 

consecutive Calendar Quarters it appears likely based on best engineering judgment that, 

at the end of the calendar year Sunoco will not be in compliance with the 2 Mg Option at 

each Covered Refinery, or its TAB will exceed 10 Mg/yr at the Tulsa Refinery, then, in 

the third Calendar Quarter, Sunoco shall retain a third party contractor to undertake a 

comprehensive TAB study and compliance review (“Third-Party TAB Study and 

Compliance Review”) at that Refinery. By no later than the last day of the third Calendar 

Quarter, Sunoco shall submit a proposal to EPA that identifies the contractor, the 

contractor’s scope of work, and the contractor’s schedule for the Third-Party TAB Study 

and Compliance Review. Unless, within 30 days after EPA receives this proposal, EPA 

disapproves it or seeks modifications, Sunoco shall authorize the contractor to commence 

work, and Sunoco shall ensure that the work is completed in accordance with the 

approved schedule. By no later than 30 days after Sunoco receives the results of the 

Third-Party TAB Study and Compliance Review, Sunoco shall submit the results to EPA. 

After the report issubmitted to EPA, Sunoco and EPA shall discuss informally the results 

of the Third-Party TAB Study and Compliance Review. By no later than 90 days after 

Sunoco receives the results of theThird-Party TAB Study and Compliance Review, or at 

such other time as Sunoco and EPA may agree, Sunoco shall submit to EPA for approval 

a plan and schedule for remedying any deficiencies identified in the Third-Party TAB 

Study and Compliance Review and any deficiencies that EPA brought to Sunoco’s 

73 
attention as a result of the Third-Party TAB Study and Compliance Review. Sunoco 

shall implement the EPA-approved remedial plan in accordance with the schedule 

included in the approved plan. If, for the Tulsa Refinery, it appears that appropriate 

actions cannot be taken to ensure that the Tulsa Refinery consistently can maintain a 

TAB of under 10 Mg/yr when measured at the point of generation, then Sunoco’s plan 

shall identify with specificity the compliance strategy and schedule that Sunoco shall 

implement to ensure that the Tulsa Refinery complies with the 6BQ Compliance Option 

as soon as practicable. 

76. Miscellaneous Measures. 

a. Sunoco, as and to the extent applicable, shall comply with the Benzene 

Waste Operations NESHAP provisions applicable to groundwater remediation 

conveyance systems at each Covered Refinery. 

b. The provisions of this Paragraph 76 shall apply: (i) to the Covered 

Refineries as of Date of Entry of the Consent Decree; and (ii) to the Tulsa Refinery, if 

and when its TAB reaches or exceeds 10 Mg/yr, after full implementation of an approved 

compliance plan submitted pursuant to either Subparagraph 68.a.ii or Paragraph 75.f. 

The provisionsshall continue to apply until the Date of Termination. 

i. Sunoco shall conduct monthly visual inspections of all water traps within 

the Covered Refinery’s individual drain systems. 

ii. On a weekly basis, visually inspect all conservation vent indicators or 

other leak or flow indicators on junction boxes or on process sewers for 

detectable leaks; if necessary, reset any vents where leaks are detected; 

and record the results of the inspections. After two (2) years of weekly 

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inspections, and based upon an evaluation of the recorded results, Sunoco 

may submit a request to the appropriate EPA Region to modify the 

frequency of the inspections. Nothing in this Paragraph 76 shall require 

Sunoco to monitor conservation vents on fixed roof tanks. 

iii. On a quarterly basis, Sunoco shall conduct monitoring of controlled 

oil-water separators in accordance with applicable BWON standards. 

c. For each Covered Refinery, by no later than 60 days after Date of Entry 

and continuing until Date of Termination, Sunoco shall identify and mark all area drains 

that are segregated stormwater drains. 

77. Recordkeeping and Reporting Requirements for this Section. 

a. Outside of the Reports required under 40 C.F.R. § 61.357 and under the 

progress report procedures of Section IX of this Consent Decree, to the extent required by 

this Decree, and at the times specified by this Section V.M , Sunoco shall submit the 

following reportsto EPA: 

i. Phase One BWON Compliance Review and Verification Report(s) 

(Paragraph 67.a); 

ii. Phase Two BWON Compliance Review and Verification Report(s), as 

amended, if necessary (Paragraph 67.b); 

iii. Amended TAB Report(s), if necessary (Paragraph 67.c); 

iv. Any BWON Corrective Action Plans required if the BWON Compliance 

Review and Verification Reports indicate non-compliance (Paragraph 

68.a.i.); 

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v. A BWON Corrective Action Plan for the Tulsa Refinery if the Refinery’s 

TAB is found to equal or exceed 10 Mg/yr (Paragraph 68.a.ii.); 

vi. Certification of compliance, if necessary (Paragraph 68.b); 

vii. A report certifying the completion of the installation of dual carbon 

canisters (Paragraph 69.b); 

viii. Schematics of waste/slop/off-spec oil movements, as revised, if necessary 

(Paragraph 74.a); 

ix. A plan and schedule for installing and operating necessary controls on 

waste management units handling organic benzene waste, if necessary 

(Paragraph 74.b); 

x. A plan to quantify uncontrolled waste/slop/off-spec oil movements 

(Paragraph 75.a.i); 

xi. BWON Sampling Plans and revised BWON Sampling Plans, if necessary 

(Paragraph 75); 

xii. A Corrective M easures Plan (Paragraph 75.f); 

xiii. A proposal for a Third-Party TAB Study and Compliance Review, if 

necessary (Paragraph 75.g); 

xiv. A Third-Party TAB Study and Compliance Review, if necessary 

(Paragraph 75.g); and 

xv. A plan to implement the results of the Third-Party TAB Study and 

Compliance Review, if necessary (Paragraph 75.g). 

b. As part of either the Reports Required under 40 C.F.R. § 61.357 or the 

progress report procedures of Section IX of the Consent Decree, to the extent required by 

76 
this Decree, and at the times specified by this Section V.M, Sunoco shall submit the 

following reportsto EPA: 

i. Covered Refinery. In addition to the information submitted in the reports 

required pursuant to 40 C.F.R. §§ 61.357(d)(6) and (7) (“Section 61.357 

Reports”), each Covered Refinery shall include the following information 

in those reports or in the reports due under Section IX of this Decree: 

(1) Laboratory Audits. In the first Section 61.357 Report or first 

Section IX report due after Sunoco has completed the requirements 

of Paragraph 71.a, Sunoco shall identify all laboratory audits that 

Sunoco completed, including, at a minimum, the identification of 

each laboratory audited, a description of the methods used in the 

audit, and the results of the audit. In each subsequent 61.357 

Report or Section IX report, Sunoco shall identify all laboratory 

audits that were completed pursuant to the provisions of 

Paragraph 71.b during the Calendar Quarter, including in each 

such Report, at a minimum, the identification of each laboratory 

audited, a description of the methods used in the audit, and the 

results of the audit; 

(2) Training. In the first Section 61.357 Report or Section IX report 

due after entry of this Consent Decree, Sunoco shall describe the 

measures that it took to comply with the training provisions of 

Paragraph 73 starting from Date of Entry of the Consent Decree 

and continuing through the Calendar Quarter for which the first 

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report is due. In each subsequent Section 61.357 Report or 

Section IX report, Sunoco shall describe the measures that Sunoco 

took to comply with the training provisions of Paragraph 73 during 

the Calendar Quarter; 

(3) Sampling Results. Once EOL sampling and non-EOL sampling is 

required under this Section, Sunoco shall report, in each 

Section 61.357 Report or each Section IX report, the results of the 

monthly EOL sampling and quarterly non-EOL sampling 

undertaken pursuant to Paragraph 75. For each Covered Refinery, 

the report shall include a list of all waste streams sampled, the 

results of the benzene analysis for each sample, and the 

computation of the quarterly benzene quantity and the projected 

calendar year benzene quantity. 

ii. Tulsa Refinery. Sunoco shall submit, for the Tulsa Refinery, the 

information required by this Subparagraph 77.b.ii in Section IX reports. 

For each Calendar Quarter, Sunoco shall submit, for the Tulsa Refinery, 

the information described in subparagraphs 77.b.i(1), i(3). If, before the 

Date of Termination, the TAB at the Tulsa Refinery equals or exceeds 

10 Mg/yr and Sunoco completes the installation of the measures necessary 

to comply with the 6BQ Compliance Option at the Tulsa Refinery, Sunoco 

must submit the information described in subparagraphs 77.b.i(1), i(3) and 

may elect to submit this information in Section 61.357 Reports instead of 

the Section IX reports. 

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N. Leak Detection and Repair Program Enhancements. 

In order to minimize or eliminate fugitive emissions of volatile organic 

compounds (“VOCs”), benzene, volatile hazardous air pollutants (“VHAPs”), and 

organic hazardous air pollutants (“HAPs”) from equipment in light liquid and/or in 

gas/vapor service, Sunoco shall implement the measures required by this Section V.N to 

enhance each Refinery’s LDAR program under Title 40 of the Code of Federal 

Regulations, Part 60, Subpart GGG; Part 61, SubpartsJ and V; Part 63, Subparts F, H, 

and CC; and applicable state LDAR requirements. The terms “equipment,” “in light 

liquid service” and “in gas/vapor service” shall have the definitions set forth in the 

applicable provisions of Title 40 of the Code of Federal Regulations, Part 60, Subpart 

GGG; Part 61, SubpartsJ and V; Part 63, Subparts F, H and CC; and applicable state 

LDAR regulations. 

78. Written Refinery-Wide LDAR Program and Compliance

Certification. 

Enhanced LDAR Program Description. By no later than 180 days after Date of 

Entry of the Consent Decree, Sunoco shall develop, for each Refinery, a written 

description of a refinery-wide program designed to achieve and maintain compliance 

with all applicable federal and state LDAR regulations, as well as all requirements 

imposed by this Section V.N. Sunoco shall update each Refinery’s program description 

as necessary to ensure continuing compliance. By no later than 180 days after Date of 

Entry of the Consent Decree, Sunoco shall submit copies of its enhanced LDAR program 

descriptions to EPA and the Appropriate Plaintiff/Intervenor, and shall maintain at each 

Refinery an updated version of that Refinery’s program description. Until the Date of 

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Termination, Sunoco shall use the enhanced LDAR program descriptions prepared 

pursuant to this Paragraph to implement an enhanced LDAR program at each Refinery, as 

required by this Section V.N. Each Refinery’s program description shall include at a 

minimum: 

a. A set of refinery-specific leak rate goals that will be a target for 

achievement on a process-unit-by-process-unit basis; 

b. An identification of all equipment in light liquid and/or in gas/vapor 

service that has the potential to leak VOCs, HAPs, VHAPs, and benzene within process 

units that are owned and maintained at each Refinery; 

c. Procedures for identifying leaking equipment within process unitsthat are 

owned and maintained at each Refinery; 

d. Procedures for repairing and keeping track of leaking equipment; 

e. Procedures for identifying and including in the LDAR program new 

equipment; 

f. A process for evaluating new and replacement equipment to promote 

consideration and installation of equipment that will minimize leaks and/or eliminate 

chronic leakers; 

g. A designation of the “LDAR Personnel” and the “LDAR Coordinator” 

who are responsible for implementing the enhanced LDAR program at the Refinery; and 

h. Procedures designed to ensure that components subject to LDAR 

requirements that are added to the Refinery during scheduled maintenance and 

construction activities are integrated into the enhanced LDAR program. 

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79. Training. By no later than one (1) year from Date of Entry of the Consent 

Decree, Sunoco shall implement a training program that includes the following features 

at each Refinery: 

a. Any person assigned LDAR program responsibilities at a Refinery shall be 

given initial training as described by this Paragraph 79 before performing any LDAR 

work; 

b. For any Sunoco employees assigned LDAR responsibilities as a primary 

job function (such as monitoring technicians, database users, QA/QC personnel, and the 

LDAR Coordinator), Sunoco shall provide and require completion of annual LDAR 

training (on an initial and recurrent basis); 

c. For all other Sunoco operations and maintenance personnel, Sunoco shall 

provide and require completion of annual training (on an initial and recurrent basis) on 

aspects of LDAR that are relevant to the person’s duties; and, 

d. For contract employees who perform LDAR work at a particular Refinery, 

Sunoco shall either provide those personnel annual training (on an initial and recurrent 

basis) as described by this Paragraph 79, or shall require that the contractor provides 

annual training (on an initial and recurrent basis) as described by this Paragraph. 

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80. LDAR Audits. 

a. Initial Compliance Audit. By no later than 270 days after Date of Entry of 

the Consent Decree, a third-party contractor retained by Sunoco shall complete a 

refinery-wide initial audit of its compliance with all applicable LDAR requirements at 

each Refinery, which shall include, at a minimum: (i) performing comparative 

monitoring; (ii) reviewing records to ensure that monitoring and repairs have been 

completed in the required timeframes; (iii) reviewing component identification 

procedures and data management procedures; (iv) observing LDAR technicians’ 

calibration and monitoring techniques; and (v) an applicability review for regulations 

potentially applicable to Sunoco process units. Within 90 days after completing the 

Initial Compliance Audit, Sunoco shall submit to EPA an Initial Compliance Audit 

Report which shall describe the results of the audit, disclose all areas of identified noncompliance, identify all steps taken to remedy the identified non-compliance, and certify 

Sunoco’s full compliance with all applicable LDAR requirements as of the date of the 

Report. 

b. Commencing on Date of Entry of the Consent Decree, Sunoco shall 

implement at each Refinery, the refinery-wide audits set forth in Paragraphs 80.c and 

80.d to ensure each Refinery’s compliance with all applicable LDAR requirements. 

Sunoco’s LDAR audits shall include, at a minimum: (i) performing comparative 

monitoring; (ii) reviewing records to ensure that monitoring and repairs have been 

completed in the required timeframes; (iii) reviewing component identification 

procedures and data management procedures; and (iv) observing LDAR technicians’ 

calibration and monitoring techniques. To ensure that an audit at each Refinery occurs 

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every two years, third-party audits required by Paragraph 80.c and the internal audits 

required by Paragraph 80.d shall be separated by two (2) years. As an alternative to the 

internal audits required by Paragraph 80.d, Sunoco may elect to retain third-parties to 

undertake these audits, provided that an audit of each Refinery occurs every two (2) 

years. For each audit conducted under Paragraph 80.c or d, Sunoco shall require the 

auditors to prepare a written audit report describing the audit’s scope and findings. 

c. Third-Party Audits. Sunoco shall retain a contractor(s) to perform a 

third-party audit of each Refinery’s LDAR program at least once every four (4) years. 

d. Internal Audits. Sunoco shall conduct internal audits of each Refinery’s 

LDAR program by sending personnel familiar with the LDAR program and its 

requirements from one or more of Sunoco’s Refineries or locations to audit another 

Sunoco Refinery. Sunoco shall complete the first round of these internal LDAR audits 

by no later than two (2) years from the date of the completion of the initial third-party 

audit required in Paragraph 80.a. Internal audits at each Refinery shall be held every four 

(4) years thereafter until the Date of Termination unless Sunoco elects to retain thirdparties to conduct these audits pursuant to Paragraph 80.c. 

81. Actions Necessary to Correct Noncompliance. If the results of any of 

the audits conducted pursuant to Paragraph 80 at any of the Refineries identify any areas 

of noncompliance, Sunoco shall implement, as soon as practicable, all steps necessary to 

correct the area(s) of noncompliance, and to prevent, to the extent practicable, a 

recurrence of the cause of the noncompliance. Until the Date of Termination, Sunoco 

shall retain the audit reports for all audits conducted pursuant to Paragraphs 80.c and d 

and shall maintain a written record of the corrective actions that Sunoco takes at each 

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Refinery in response to any deficiencies identified in any audits. In the semiannual 

report submitted pursuant to the provisions of Section IX of this Consent Decree 

(“Reporting and Recordkeeping”) for the first semiannual period of each calendar year, 

Sunoco shall submit the audit reports and corrective action records for audits performed 

and actions taken during the previous calendar year. 

82. Internal Leak Definition for Valves and Pumps. By no later than two 

(2) years after Date of Entry of the Consent Decree, Sunoco shall utilize the following 

internal leak definitions for valves and pumps in light liquid and/or gas/vapor service, 

unless other permit(s), regulations, or laws require the use of lower leak definitions. 

a. Leak Definition for Valves. Sunoco shall utilize an internal leak definition 

of 500 ppm VOCs for all of its Refineries’ valves, excluding pressure relief devices. 

b. Leak Definition for Pumps. Sunoco shall utilize an internal leak definition 

of 2000 ppm for its Refineries’ pumps. 

83. Reporting, Recording, Tracking, Repairing and Remonitoring Leaks 

of Valves and Pumps Based on the Internal Leak Definitions. 

a. Reporting. For regulatory reporting purposes, Sunoco may continue to 

report leak rates in valves and pumps against the applicable regulatory leak definition, or 

may use the lower, internal leak definitions specified in Paragraph 82. 

b. Recording, Tracking, Repairing and Remonitoring Leaks. Sunoco shall 

record, track, repair, and remonitor all leaks above the internal leak definitions specified 

by Paragraph 82 (at such time as those definitions become applicable). For any 

component leaking above the applicable regulatory leak rate, Sunoco shall repair and 

remonitor the component or place the component on a “delay of repair” list as required 

84 
by the applicable regulations and Paragraph 90. For any component leaking above the 

internal leak definitions specified by Paragraph 82 but below the applicable regulatory 

leak rate, Sunoco shall make an initial attempt at repair and remonitor the component 

within five (5) calendar days, and shall complete repairs and remonitor the component or 

place the component on a “delay of repair” list according to Paragraph 90 within 30 

calendar days. 

84. LDAR Monitoring Frequency. 

a. Pumps. By no later than the date the internal leak definitions under 

Paragraph 82 become effective, Sunoco shall monitor pumps at the lower leak definition 

established by Paragraph 82.b on a monthly basis, unless more frequent monitoring is 

required by a federal, state, or local regulation. 

b. Valves. By no later than the date the internal leak definitions under 

Paragraph 82 become effective, Sunoco shall implement a program to monitor valves at 

the lower leak definition established by Paragraph 82.a on a quarterly basis, unless more 

frequent monitoring is required by a federal, state, or local regulation. 

85. First Attempt at Repairs on Valves. Commencing no later than 90 days 

after Date of Entry of the Consent Decree, Sunoco shall make a “first attempt at repair” 

within one (1) calendar day on any valve that has a reading greater than 200 ppm of 

VOCs and that LDARpersonnel are authorized to repair. Sunoco or its designated 

contractor shall remonitor all valves no later than the next calendar day at that Refinery 

where LDAR personnel made a “first attempt at repair.” If the re-monitored leak 

reading is greater than the applicable leak definition, Sunoco may delay further repairs 

up to five (5) days after initial identification in order to assess the persistence of the leak 

85 
by re-monitoring again. If the re-monitored leak reading is below the applicable leak 

definition, no further action will be necessary. If the re-monitored leak reading is 

greater than the applicable leak definition, Sunoco shall repair the valve according to the 

requirements of Paragraph 83.b., except that no first repair attempt requirement shall 

apply. 

86. Electronic Monitoring, Storing, and Reporting of LDAR Data. 

a. Electronic Storing and Reporting of LDAR Data. At each Refinery, 

Sunoco will develop or continue to maintain an electronic database for storing and 

reporting LDAR data. 

b. Electronic Data Collection During LDAR Monitoring and Transfer 

Thereafter. By no later than 180 days after Date of Entry of the Consent Decree, for each 

Refinery, Sunoco shall make maximum possible use of dataloggers and/or other 

electronic data collection devices for all data collection during all LDAR monitoring. 

Sunoco shall ensure that the responsible Sunoco employees or contractor personnel shall 

transfer, on a daily basis, electronic data from electronic datalogging devices to the 

electronic database required by Paragraph 86.a. For all monitoring events in which an 

electronic data collection device is used, the collected monitoring data shall include an 

accurate time and date stamp for each monitoring event, the monitoring reading, and 

identifying information on the operator and the instrument used in the monitored event. 

Sunoco may use paper logs where necessary or more feasible (e.g., small rounds, 

remonitoring, or when dataloggers are not available or broken), and shall record, at a 

minimum, the identification of the technician undertaking the monitoring, the date, daily 

start and end times for the monitoring conducted, each monitoring reading, and the 

86 
identification of the monitoring equipment. Sunoco shall transfer any manually recorded 

monitoring data to the electronic database required by Paragraph 86.a within seven (7) 

days of monitoring. 

87. QA/QC of LDAR Data. 

a. By no later than 120 days after Date of Entry of the Consent Decree, 

Sunoco, or a third-party contractor retained by Sunoco, shall develop and implement a 

procedure at each Refinery to ensure a quality assurance/quality control (“QA/QC”) 

review of all data generated by LDAR monitoring technicians. 

i. Sunoco shall ensure that monitoring data provided to Sunoco by its 

contractors is reviewed for QA/QC before the contractor submits the data 

to Sunoco. 

ii. At least once per Calendar Quarter, Sunoco shall perform QA/QC of any 

contractor’s monitoring data which shall include, but not be limited to: 

number of components monitored per technician, time between 

monitoring events, and abnormal data patterns. 

iii. Sunoco shall implement a system for daily reporting of monitored activity 

and for periodically reviewing the daily results by appropriate operating 

supervisors. 

88. LDAR Personnel. By no later than 180 days after Date of Entry of the 

Consent Decree, Sunoco shall establish a program that will hold LDAR personnel 

accountable for LDAR performance. Sunoco shall establish and maintain an LDAR 

Coordinator position within each Refinery, responsible for LDAR management, with the 

authority to implement improvements. 

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89. Calibration/Calibration Drift Assessment. 

a. Calibration. Commencing on Date of Entry of the Consent Decree, 

Sunoco shall conduct all calibrations of LDAR monitoring equipment at each Refinery in 

accordance with 40 C.F.R. Part 60, EPA Reference Test Method 21. 

b. Calibration Drift Assessment. Commencing on Date of Entry of the 

Consent Decree, at each Refinery, Sunoco shall conduct calibration drift assessments of 

LDAR monitoring equipment at the end of each monitoring shift, at a minimum. Sunoco 

shall conduct the calibration drift assessment using, at a minimum, a calibration gas 

corresponding to the applicable leak threshold. If any calibration drift assessment after 

the initial calibration shows a negative drift of more than 10% from the previous 

calibration, Sunoco shall remonitor all valves that were monitored since the last 

calibration that had a reading greater than 100 ppm and shall remonitor all pumps that 

were monitored since the last calibration that had a reading greater than 500 ppm. 

c. Sunoco shall maintain records of all instrument calibrations for a period of 

one year after performing the calibrations. 

90. Delay of Repair and Required Repairs. 

a. Within 30 days of submittal of the enhanced LDAR program description 

described in Paragraph 78, Sunoco shall comply with the provisions of this Paragraph 90 

at each Refinery. 

b. Delay of Repair. For any equipment that Sunoco is allowed under the 

applicable regulations to place on the “delay of repair” list for repair, Sunoco shall: 

i. Require sign-off by the appropriate operating supervisor (which position 

will be identified in the Refinery’s written enhanced LDAR program 

88 
description) that the valve or pump is eligible for inclusion on the “delay 

of repair” list; and 

ii. Include any valve or pump that is placed on the “delay of repair” list in 

Sunoco’s regular LDAR monitoring. 

c. Required Repairs on Leaking Valves. 

i. Within 30 days of the implementation of the enhanced LDAR program, 

for valves, other than control valves, leaking at a rate of 10,000 ppm or 

greater and which cannot be repaired using traditional techniques, Sunoco 

shall use the “drill and tap” or similarly effective method to repair the 

leaking valve, rather than placing the valve on the “delay of repair” list, 

unless Sunoco can demonstrate that there is a safety, mechanical, or major 

environmental concern posed by repairing the leak in that manner. If not 

repaired within fifteen (15) days by other means, Sunoco shall make the 

first “drill and tap” or similarly effective repair attempt within fifteen (15) 

days after the leak was identified, and shall have 45 days after the leak 

was identified to complete the repair attempts. 

ii. Within 30 days of the implementation of the enhanced LDAR program, 

for valves other than control valves or pressure relief valves leaking at a 

rate of 50,000 ppm or greater, Sunoco shall use the “drill and tap” or 

similarly effective method to repair the leaking valve, rather than placing 

the valve on the “delay of repair” list, unless Sunoco can demonstrate that 

there is a safety, mechanical, or major environmental concern posed by 

repairing the leak in that manner. If not repaired within fifteen (15) days 

89 
by other means, Sunoco shall make the first “drill and tap” or similarly 

effective repair attempt within fifteen (15) days after the leak was 

identified, and shall have 21 days after the leak was identified to complete 

the repair attempts. 

iii. After two unsuccessful attempts to repair a leaking valve through the “drill 

and tap” or similarly effective repair method, Sunoco may place the 

leaking valve on its “delay of repair” list. Sunoco shall inform EPA of 

any similarly effective repair methods (alternate repair methods to “drill 

and tap”) used to comply with Paragraphs 90.c.i or 90.c.ii of this Consent 

Decree. 

91. Chronic Leaker Program. Sunoco shall replace, repack, or perform 

similarly effective repairs on all “chronic leaker” non-control valves during the next 

process unit turnaround. A component shall be classified as a “chronic leaker” under 

this Paragraph 91 if it leaks above 5000 ppm twice in any consecutive four (4) Calendar 

Quarters, unless the component has not leaked in the six (6) consecutive Calendar 

Quarters prior to the relevant process unit turnaround. 

92. Recordkeeping and Reporting Requirements for this Section. 

a. Outside of the reports required under 40 C.F.R. § 63.654 and the progress 

report procedures of Section IX, no later than 30 days after completion of the 

development of the written refinery-wide enhanced LDAR program descriptions that 

Sunoco develops pursuant to Paragraph 78, Sunoco shall submit a copy of each Covered 

Refinery’s program description to the Relevant Government Agencies. 

90 
b. Consistent with the requirements of Section IX, at the later of: (i) the first 

progress report due under the Consent Decree; or (ii) the first progress report in which the 

requirement becomes due, Sunoco shall include the following: 

i. A certification of the implementation of the “first attempt at repair” 

program under Paragraph 85; 

ii. A certification of the implementation of QA/QC procedures for review of 

data generated by LDAR technicians as required by Paragraph 87; 

iii. An identification of the LDAR Coordinator at each Refinery responsible 

for LDAR performance as required by Paragraph 88; 

iv. A certification of the implementation of the calibration drift assessment 

procedures of Paragraph 89; 

v. A certification of the implementation of the “delay of repair” procedures 

of Paragraph 90; and 

vi. A certification of the implementation of the internal leak definition and 

monitoring frequency procedures under Paragraphs 82 and 84. 

c. Semiannual reports due under 40 C.F.R. § 63.654. In the first semiannual 

report of each calendar year required under 40 C.F.R. § 63.654, Sunoco shall identify 

each audit that was conducted pursuant to the requirements of Paragraph 80 in the 

previous calendar year including, for each Refinery, an identification of the auditors, a 

summary of the audit results, and a summary of the actions that Sunoco took or intend to 

take to correct all deficiencies identified in the audits. In each semiannual report due 

under 40 C.F.R. § 63.654, Sunoco shall include: 

91 
i. Training. Information identifying the measures that Sunoco took to 

comply with the provisions of Paragraph 79; and 

ii. Monitoring. The following information on LDAR monitoring: (a) a list of 

the process units monitored during the quarter; (b) the number of valves 

and pumps monitored in each process unit; (c) the number of valves and 

pumps found leaking; (d) the number of components not fixed within 30 

days or placed on the delay of repair list; (e) the number of first repair 

attempts not completed within five (5) days; (f) the number of first 

attempts not performed within one (1) day according to Paragraph 85; (g) 

the number of “difficult to monitor” pieces of equipment monitored; 

(h) number of all chronic leakers not repaired during the prior turnaround; 

and (i) a list of all equipment currently on the “delay of repair” list and the 

date each component was placed on the list; and the number of repair 

attempts not completed according to the timeframes in Paragraph 90. 

O. Incorporation of Consent Decree Requirements into Federally Enforceable 

Permits. 

93. Obtaining Permit Limits for Consent Decree Emission Limits That 

Are Effective Upon Date of Entry. Except as set forth below, by no later than 180 

days after Date of Entry Sunoco shall submit applications to the relevant permitting 

authority to incorporate the emission limits and standards required by the Consent 

Decree that are effective as of Date of Entry of the Consent Decree into federally 

enforceable minor or major new source review permits or other permits (other than 

Title V permits) that are federally enforceable. If another application for a permit or 

92 
permit modification is due for the same emissions unit within 365 days of Date of Entry, 

Sunoco shall submit both such applications by the application/renewal date. Upon 

issuance of such permits or in conjunction with such permitting, Sunoco shall file any 

applications necessary to incorporate the requirements of those permits into the Title V 

permit for the relevant Sunoco Refinery. 

94. Obtaining Permit Limits For Consent Decree Emission Limits That 

Become Effective After Date of Entry. Except as set forth below, as soon as 

practicable, but in no event later than 90 days after the effective date or establishment of 

any emission limits and standards under Section V of this Consent Decree, Sunoco shall 

submit applications to the relevant permitting authority to incorporate those emission 

limits and standards into federally enforceable minor or major new source review 

permits or other permits (other than Title V permits) which are federally enforceable. 

Upon issuance of such permit or in conjunction with such permitting, Sunoco shall file 

any applications necessary to incorporate the requirements of that permit into the 

Title V permit of the appropriate Sunoco Refinery. 

95. Mechanism for Title V Incorporation. The Parties agree that the 

incorporation of any emission limits or other standards into the Title V permits for the 

Sunoco Refineries as required by Paragraphs 93 and 94 shall be in accordance with the 

applicable state or local Title V rules. To the extent possible, these will be incorporated 

as an administrative permit amendment. 

96. Construction Permits. Sunoco agrees to obtain all required, federally 

enforceable permits for the construction of the pollution control technology and/or the 

installation of equipment necessary to implement the Affirmative Relief/Environmental 

93 
Projects set forth in this Section V of this Consent Decree. This Paragraph 96 is not 

intended to prevent Sunoco from applying to the relevant permitting authority for or 

otherwise using an available pollution control project or clean unit exemption. 

VI. EMISSION CREDIT GENERATION 

97. General Prohibition. Sunoco shall not generate or use any NOx, SO2, 

PM, VOC, or CO emissions reductions that result from any projects conducted or 

controls utilized to comply with this Consent Decree as netting reductions or emissions 

offsets in any PSD, major non-attainment and/or minor New Source Review (“NSR”) 

permit or permit proceeding unless otherwise authorized under Paragraphs 99 or 100. 

The parties agree that this Consent Decree neither prohibits, nor provides any basis for 

prohibiting, Sunoco from combining decreases in emissions resulting from work 

pursuant to this Consent Decree with emissions increases resulting from work related to 

a FCCU expansion undertaken at the same time, in any emissions calculation for any 

single permit or permit proceeding that involves both installation of controls pursuant to 

this Consent Decree and construction related to the FCCU expansion. PADEP, AMS, 

and Sunoco further agree that this Consent Decree neither prohibits, nor provides any 

basis for prohibiting, nor authorizes, nor provides any basis for authorizing, Sunoco 

from using, under Pennsylvania’s PSD and non-attainment NSR programs, SO3 

reductions resulting from the installation of controls when addressing emissions of 

PM2.5. AMS and Sunoco further agree that when permitting the FCCU expansions and 

related projects undertaken at the same time as discussed above, under Pennsylvania’s 

PSD and non-attainment NSR programs at the Philadelphia Refinery, Sunoco and AMS 

may use up to 10% of the SO2 emissions reductions (excluding the SO2 portion 

attributable to the combustion of sour water stripper gas in the CO Boiler), and up to 

94 
15% of the NOx emissions reductions that result from installation of SCR and WGS on 

the FCCU. PADEP and Sunoco further agree that when permitting the FCCU 

expansions and related projects undertaken at the same time as discussed above, under 

Pennsylvania’s PSD and non-attainment NSR programs at theMarcus Hook Refinery, 

Sunoco and PADEP may use up to 5% of the SO2 emissions reductions and up to 15% 

of the NOx emissions reductions that result from installation of SCR and WGS on the 

FCCU. Except as provided in paragraphs 99 and 100, all of the remaining SO2 and NOx 

emissions reductions that are not used at that time shall be permanently retired. 

98. Conditions Precedent to Utilizing Exception to General Prohibition. 

Utilization of the exception set forth in Paragraph 99 to the general prohibition against 

the generation or utilization of CD emissions reductions set forth in Paragraph 97 is 

subject to the following conditions: 

a. Under no circumstances shall Sunoco use CD emissions reductions for 

netting and/or offsets prior to the time that actual CD emissions reductions have 

occurred; 

b. CD emissions reductions may be used only at the Refinery that generated 

them; 

c. The CD emissions reductions provisions of this Consent Decree are for 

purposes of this Consent Decree only and neither Sunoco, nor any other entity may use 

CD emissions reductions for any purpose, including in any subsequent permitting or 

enforcement proceeding, except as provided herein; and 

d. Sunoco still shall be subject to all federal, state, and local regulations 

applicable to the PSD, major non-attainment and/or minor NSR permitting process. 

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99. Exception to General Prohibition. Notwithstanding the general 

prohibition set forth in Paragraph 97, Sunoco may use, in total for all of its Refineries, 

250 tons per year of NOx, 15 tons per year of PM, and 250 tons per year of SO2 from the 

CD emissions reductions as credits or offsets in any PSD, major non-attainment and/or 

minor NSR permit(s) or permit proceeding(s) occurring after the Date of Lodging of this 

Consent Decree, provided that the emissions units at which credits are being used: 

(1) are constructed or modified for purposes of compliance with Tier 2 gasoline or ultralow sulfur diesel requirements; and (2) have a federally enforceable permit that reflects 

the following requirements that are applicable to the pollutants for which credits are 

being used: 

a. For heaters and boilers, a limit of 0.020 lbs NOx per million BTU or less 

on a 3-hour rolling average basis. 

b. For heaters and boilers, a limit of 0.10 grains of hydrogen sulfide per dry 

standard cubic foot of fuel gas or 20 ppmvd SO2 corrected to 0% O2 both on a 3-hour 

rolling average; 

c. For heaters and boilers, no liquid or solid fuel firing authorization; 

d. For FCCUs, a limit of 20 ppmvd NOx corrected to 0% O2 or less on a 365-

day rolling average basis; a limit of 25 ppmvd SO2 corrected to 0% O2 or less on a 365-

day rolling average basis; and a limit of 0.5 pound of PM per 1000 pounds of coke 

burned on a 3-hour average basis; and 

e. For SRPs, NSPS Subpart J emission limits. 

100. Outside the Scope of the General Prohibition. Nothing in this

Section VI is intended to prohibit Sunoco from seeking to, or an Appropriate

96 
Plaintiff/Intervenor from denying Sunoco’s request to: (1) utilize or generate emissions 

credits from refinery units that are covered by this Consent Decree to the extent that the 

proposed credits or reductions represent the difference between the emissions 

limitations set forth in or required by this Consent Decree for these refinery units and 

the more stringent emissions limitations that Sunoco may elect to accept for these 

refinery units in a permitting process; or (2) utilize or generate emissions credits or 

reductions on refinery units that are not subject to an emission limitation pursuant to this 

Consent Decree; or (3) utilize or generate emissions credits or reductions from heaters 

and boilers on which Qualifying Controls have been installed, provided that such 

reductions are not included in Sunoco’s demonstration of compliance with the 

requirements of Paragraphs 27, 29, and 30 of this Consent Decree; or (4) utilize CD 

emissions reductions for a particular Refinery’s compliance with any rules or 

regulations designed to address regional haze or the non-attainment status of any area 

(excluding PSD and Non-Attainment New Source Review Rules, but including, for 

example, RACT rules and the Northeast OzoneTransport Region NOx Budget Program) 

that apply to the particular Refinery. Notwithstanding the preceding sentence, Sunoco 

will not trade or sell any CD emissions reductions. 

VII. MODIFICATIONS TO IMPLEMENTATION SCHEDULES 

101. Securing Permits. For any work under Section V of this Consent Decree 

that requires a federal, state, and/or local permit or approval, Sunoco shall be 

responsible for submitting in a timely fashion applications for federal, state and local 

permits and approvals for work and activities required so that permit or approval 

decisions can be made in a timely fashion. Sunoco shall: (i) submit permit applications 

(i.e., applications for permits to construct, operate, or their equivalent) that comply with 

97 
all applicable requirements; and (ii) secure permits after filing the applications, 

including timely provision of additional information, if requested. If it appears that the 

failure of a governmental entity to act upon or approve a timely submitted permit 

application may delay Sunoco’s performance of work according to an applicable 

implementation schedule, Sunoco shall notify EPA and the Appropriate 

Plaintiff/Intervenor of any such delays as soon as Sunoco reasonably concludes that the 

delay could affect its ability to comply with the implementation schedule set forth in this 

Consent Decree. Sunoco shall propose for approval by EPA a modification to the 

applicable schedule of implementation. EPA, in consultation with the Appropriate 

Plaintiff/Intervenor, shall not unreasonably withhold its consent to requests for 

modifications of schedules of implementation if the requirements of this Paragraph are 

met. All modifications to any dates initially set forth in this Decree or in any approved 

schedule of implementation shall be signed in writing by EPA and Sunoco and neither 

the United States nor Sunoco shall be required to file such modifications with the Court 

in order for the modifications to be effective. Stipulated penalties shall not accrue nor 

be due and owing during any period between a scheduled implementation date and an 

approved modification to such date; provided however, that EPA and the Appropriate 

Plaintiff/Intervenor shall retain the right to seek stipulated penalties if EPA does not 

approve a modification to a date or dates, and Sunoco shall retain the right to dispute 

any claim for stipulated penalties pursuant to Section XV of this Decree. The failure of 

a governmental entity to act upon or approve a timely-submitted permit application shall 

not constitute a force majeure event triggering the requirements of Section XV; this 

Paragraph shall apply. 

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102. Commercial Unavailability of Control Equipment. Sunoco shall be 

solely responsible for compliance with any deadline or the performance of any work 

described in Section V of this Consent Decree that requires the acquisition and 

installation of control equipment. If it appears that the commercial unavailability of any 

control equipment may delay Sunoco’s performance of work according to an applicable 

implementation schedule, Sunoco shall notify EPA and the Appropriate 

Plaintiff/Intervenor of any such delays as soon as Sunoco reasonably concludes that the 

delay could affect its ability to comply with the implementation schedule set forth in this 

Consent Decree. 

Sunoco shall propose for approval by EPA, after consultation with the 

Appropriate Plaintiff/Intervenor, a modification to the applicable schedule of 

implementation. Prior to the notice required by this Paragraph, Sunoco must have 

contacted a reasonable number of vendors of such equipment and obtained a written 

representation (or equivalent communication to EPA) from the vendor that the equipment 

is commercially unavailable. In the notice, Sunoco shall reference this Paragraph 102 of 

this Consent Decree, identify the milestone date(s) it contends it will not be able to meet, 

provide the EPA and the Appropriate Plaintiff/Intervenor with written correspondence to 

the vendor identifying efforts made to secure the control equipment, and describe the 

specific efforts Sunoco has taken and will continue to take to find such equipment. 

Sunoco may propose a modified schedule or modification of other requirements of this 

Consent Decree to address such commercial unavailability. Section XV (“Retention of 

Jurisdiction/Dispute Resolution”) shall govern the resolution of any claim of commercial 

unavailability. EPA, in consultation with the Appropriate Plaintiff/Intervenor, shall not 

99 
unreasonably withhold its consent to requests for modifications of schedules of 

implementation if the requirements of this Paragraph are met. All modifications to any 

dates initially set forth in this Consent Decree or in any approved schedule of 

implementation shall be signed in writing by EPA and Sunoco and neither the United 

States nor Sunoco shall be required to file such modifications with the Court in order for 

the modifications to be effective. Stipulated penalties shall not accrue nor be due and 

owing during any period between an originally-scheduled implementation date and an 

approved modification to such date; provided however, that EPA and the Appropriate 

Plaintiff/Intervenor shall retain the right to seek stipulated penalties if EPA does not 

approve a modification to a date or dates. 

VIII. SUPPLEMENTAL AND COMMUNITY ENVIRONMENTAL PROJECTS 

AND STATE AND LOCAL ENVIRONMENTALLY BENEFICIAL PROJECTS 

103. In accordance with the requirements and schedule set forth in this Section 

VIII, Sunoco shall spend no less than $3,900,000 to implement the Supplemental and 

Community Environmental Projects (“SCEPs”) and State and Local Environmentally 

Beneficial Projects (“SLEBPs”) described in Paragraphs 104-109 below. Sunoco may 

carry out its responsibilities for the SCEPs and SLEBPs identified below directly or 

through contractors selected by Sunoco. 

104. The Pennsylvania Heater/Boiler SCEP. 

a. By no later than the end of the first turnaround for heaters H-400 and H401 at the Philadelphia Refinery that occurs on or after two (2) years from Date of Entry, 

or by December 31, 2010 (whichever first occurs), Sunoco shall install current generation 

ULNB, SCR, or equivalent technology on one or both of those heaters, or permanently 

shut down those heaters, to reduce 112 tons of NOx emissions from those heaters. The 

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112 tons of emission reductions from heaters H-400 and H-401 shall not be used to 

achieve the NOx emission reductions for heaters and boilers required by Section V.F of 

this Decree, and shall be permanently retired. Sunoco shall spend no less than 

$1,000,000 on this SCEP. 

b. Sunoco may request that PADEP and/or AMS approve the substitution of 

another heater or boiler located in Pennsylvania for heaters H-400 and H-401. PADEP 

and/or AMS will approve Sunoco’s request if Sunoco demonstrates that its actions will 

result in a reduction in NOx emissions of at least 112 tons. If PADEP and/or AMS 

approve(s) a substitution, Sunoco shall not use emission reductions from the substitute 

heater or boiler to comply with Section V.F of this Decree. 

105. Pennsylvania SLEBP. Within 60 days after the later of Date of Entry or 

receipt of deposit instructions from PADEP, Sunoco shall deposit $300,000 into an 

account that PADEP may draw on to provide funding for one or more of the following 

activities in southeast Pennsylvania: 

a. Recycling 

b. Emergency Response Training/Equipment 

c. Health Care Services 

d. Energy Conservation 

As an alternative to the above funding mechanism, within 120 days after Date of Entry, 

PADEP may request in writing that Sunoco make payment directly to PADEP or to one 

or more community-based organizations to fund one or more of the above-listed 

activities. Sunoco shall make payment within 60 days after receipt ofsuch request. 

101 
106. The Philadelphia Diesel Fuel Emissions Reduction SCEP. Sunoco shall 

provide the City of Philadelphia with a $400,000 credit to be applied, at the City’s 

discretion, to (a) a twenty (20) cents per gallon discount or rebate on the price paid by 

the City of Philadelphia for ultra low sulfur diesel motor fuel currently manufactured by 

Sunoco, or (b) after the federally-mandated deadline for the supply of ultra low sulfur 

diesel motor fuel, the retail price of delivered ultra low sulfur diesel fuel at the time of 

supply. Sunoco shall provide an accounting to the City of Philadelphia on a quarterly 

basis commencing 180 days after Date of Entry until Sunoco has provided the entire 

amount of ultra low sulfur diesel fuel subject to this SCEP. 

107. The Philadelphia FCCU 1232 Redundant Power Supply SCEP. By no 

later than June 30, 2008, Sunoco shall construct a double-ended electrical substation to 

provide redundant power supply to Philadelphia FCCU 1232, thereby minimizing the 

likelihood of unanticipated emissions that could result from power outages to the 

FCCU. Sunoco shall spend no less than $1,000,000 on this SCEP. 

108. Philadelphia SLEBP. Within four (4) years from Date of Entry, Sunoco 

shall spend no less than $1,200,000 so diesel retrofit technologies are installed on diesel 

vehicles owned by the City of Philadelphia, or other municipalities or public agencies in 

the Philadelphia area, to reduce emissions of particulates and ozone precursors. Sunoco 

shall cooperate fully with the City of Philadelphia to implement this project. The City 

of Philadelphia shall identify the appropriate vehicles and arrange for the purchase and 

installation of diesel retrofit technology on those vehicles. The City shall submit to 

Sunoco invoices for the cost of purchasing and installing the diesel retrofit technology. 

Sunoco shall pay such invoices within 60 days of receipt. 

102 
109. Ohio SLEBP. Pursuant to Paragraph 120, in lieu of paying the civil 

penalty owed to Ohio under Paragraph 115, Sunoco shall pay an amount not to exceed 

$50,000.00 to a document conversion vendor acceptable to Ohio EPA to convert the 

existing hard copy air pollution Ohio State Implementation Plan documentation into an 

electronic format that can be accessed by the public and updated by Ohio EPA on an ongoing basis. Ohio EPA will provide a list of acceptable vendors and their estimated 

costs for services to Sunoco by September 30, 2005. Sunoco shall choose an acceptable 

vendor and may be required to enter into contract with the private document conversion 

vendor. Ohio EPA will not receive any direct monies, but will manage the scope and 

level of services provided by the selected document conversion vendor. The purpose of 

this project is to develop a searchable database (Access, Oracle, etc.) of all SIP-related 

documents along with TIF or other scanned format of the originals. The final product 

may be scaled back to avoid exceeding the stipulated $50,000 maximum. Final product 

is to be delivered via CD or equivalent mechanism and in a format that can be uploaded 

to a LAN and/or web server for access by Ohio EPA, regulated industry, and public in a 

fully searchable manner with the ability of Ohio EPA to add documents over time. The 

work product will be owned by Ohio EPA. 

110. Sunoco is responsible for the satisfactory completion of the SCEPs and 

SLEBPs required under this Consent Decree in accordance with Section VIII. Upon 

completion of a specific SCEP or SLEBP, Sunoco shall submit to EPA and the 

Appropriate Plaintiff/Intervenor a cost report certified as accurate under penalty of 

perjury by a responsible corporate official. If Sunoco does not expend the entire 

projected costs of the SCEPs and SLEBPs described Paragraphs 104-109 within two (2) 

103 
years of the dates specified in those paragraphs, for each SCEP or SLEBP, Sunoco shall 

pay a stipulated penalty equal to the difference between the amount expended as 

demonstrated in the certified costs reports and the cost identified in the paragraphs 

above. As an alternative to payment of the above penalty, Sunoco may request approval 

from EPA and PADEP, AMS, or Ohio, as appropriate, to use unexpended SCEP or 

SLEBP monies for other SCEPs or SLEBPs. 

111. By signing this Consent Decree, Sunoco certifies that it is not required, 

and has no liability under any federal, state, or local law or regulation or pursuant to any 

agreements or orders of any court, to perform or develop the SCEPs or SLEBPs 

described in this Section VIII. Sunoco further certifies that it has not applied for or 

received, and will not in the future apply for or receive: (1) credit as a SCEP, SLEBP, or 

other penalty offset in any enforcement action for the SCEPs and SLEBPs described in 

this Section VIII; (2) credit for the 112 tons of NOx emissions reductions resulting from 

the SCEP described in this Section VIII in any federal, state, or local emissions trading 

or early reduction program; or (3) a deduction from any federal, state, or local tax based 

on its participation in, performance of, or incurrence of costs related to the SCEPs and 

SLEBPs set forth in Section VIII. 

112. Sunoco shall include in each report required by Paragraph 114 (Reporting 

and Recordkeeping) a progress report for each SCEP or SLEBP being performed under 

this Section VIII of this Consent Decree. In addition, the report required by Paragraph 

114 (Reporting and Recordkeeping) of this Consent Decree for the period in which each 

SCEP or SLEBP identified in this Section VIII is completed shall contain the following 

information with respect to such SCEP(s) or SLEBP(s): 

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a. A detailed description of each project as implemented; 

b. A brief description of any significant operating problems encountered, 

including any that had an impact on the environment, and the solutions for each problem; 

c. Certification that each project has been fully implemented pursuant to the 

provisions of this Consent Decree; and 

d. A description of the environmental and public health benefits resulting 

from implementation of each project (including quantification of the benefits and 

pollutant reductions, where practicable). 

113. Sunoco agrees that in any public statements regarding these SCEPs and 

SLEPBs, Sunoco must clearly indicate that these projects are being undertaken as part 

of the settlement of an enforcement action for alleged violations of the Clean Air Act 

and corollary state statutes. 

IX. REPORTING AND RECORDKEEPING 

114. Beginning with the first full Calendar Quarter after Date of Entry of the 

Consent Decree, Sunoco shall submit to EPA and the Appropriate Plaintiff/Intervenors 

within 30 days after the end of each Calendar Quarter through 2005, and semi-annually 

thereafter until termination of this Consent Decree, a progress report for each of the 

Sunoco Refineries. Each report shall contain, for the relevant Sunoco Refinery, the 

following: progress report on the implementation of the requirements of Section V 

(“Affirmative Relief/Environmental Projects”) at the relevant Refinery; a summary of 

the emissions data for the relevant Refinery that is specifically required by the reporting 

requirements of Section V of this Consent Decree for the period covered by the report; a 

description of any problems anticipated with respect to meeting the requirements of 

Section V of this Consent Decree at the relevant Refinery; and any such additional 

105 
matters as Sunoco believes should be brought to the attention of EPA and the 

Appropriate Plaintiff/Intervenor. The report shall be certified by either the person 

responsible for environmental management at the appropriate Sunoco Refinery or by a 

person responsible for overseeing implementation of this Decree across Sunoco as 

follows: 

I certify under penalty of law that this information was 

prepared under my direction or supervision in accordance 

with a system designed to assure that qualified personnel 

properly gather and evaluate the information submitted. 

Based on my directions and my inquiry of the person(s) 

who manage the system, or the person(s) directly 

responsible for gathering the information, the information 

submitted is, to the best of my knowledge and belief, 

true, accurate, and complete. 

X. CIVIL PENALTY 

115. In satisfaction of the civil claims asserted by the United States in the 

complaint filed in this matter, by no later than 30 days after Date of Entry of this 

Consent Decree, Sunoco shall pay a civil penalty of $3,000,000 as follows: (1) 

$1,500,000 to the United States; (2) $900,000 to the Commonwealth of Pennsylvania; 

(3) $500,000 to the City of Philadelphia; (4) $50,000 to the State of Oklahoma; and (5) 

$50,000 to the State of Ohio. 

116. Payment to the United States shall be made by Electronic Funds Transfer 

(“EFT”) to the United States Department of Justice, in accordance with current EFT 

procedures, referencing USAO File Number__________________, DOJ Case Number 

90-5-2-1744/1, and the civil action case name and case number of this action in the 

Eastern District of Pennsylvania. The costs ofsuch EFT shall be the responsibility of 

Sunoco. Payment shall be made in accordance with instructions provided to Sunoco by 

106 
the Financial Litigation Unit of the United States Attorney’s Office for the Eastern 

District of Pennsylvania. Any funds received after 11:00 a.m. (EDT) shall be credited 

on the next business day. Sunoco shall provide notice of payment, referencing USAO 

File Number _____________, DOJ Case Number 90-5-2-1744/1, and the civil action 

case name and case number to the Department of Justice and to EPA, as provided in 

Paragraph 240 (“Notice”). 

117. Payment of the civil penalty owed to the Commonwealth of Pennsylvania 

under Paragraph 115 will be made by certified or corporate check made payable to the 

“Commonwealth of Pennsylvania Clean Air Fund,” and sent to the following address: 

Air Quality Compliance Specialist

PA Department of Environmental Protection 

Southeast Regional Office

2 East Main Street

Norristown, PA 19401 

118. Payment of the civil penalty owed to the City of Philadelphia under 

Paragraph 115 will be made by certified or corporate check made payable to “The City 

of Philadelphia,” and sent to the following address: 

Patrick K. O'Neill Esq. 

Divisional Deputy City Solicitor, Environmental Law 

City of Philadelphia Law Dept. 

One Parkway Bldg. 16th Floor 

1515 Arch Street 

Philadelphia, PA 19102 

119. Payment of the civil penalty owed to the State of Oklahoma under 

Paragraph 115 will be made by certified or corporate check made payable to the 

“Oklahoma Department of Environmental Quality,” and sent to the following address: 

Oklahoma Department of Environmental Quality 

Finance and Human Resources Management 

P.O. Box 2036 

107 
Oklahoma City, OK 73101 

Attention: Accounts Receivable 

120. Pursuant to and in accordance with R.C. 3704.06, Sunoco is enjoined and 

ordered to pay a total civil penalty of $50,000.00 to the State of Ohio. In lieu of paying 

this penalty, Sunoco shall pay an amount not to exceed $50,000 to a document 

conversion vendor acceptable to Ohio EPA to convert the existing hard copy air 

pollution Ohio State Implementation Plan documentation into a searchable database 

(Access, Oracle, etc.) of all SIP-related documents along with TIF or other scanned 

format of the originals to an electronic format that can be accessed by the public, and 

updated by Ohio EPA on an on-going basis, as set forth in Paragraph 109 above. 

121. On Date of Entry of this Consent Decree, this Consent Decree shall 

constitute an enforceable judgment for purposes of post-judgment collection in 

accordance with Federal Rule of Civil Procedure 69, the Federal Debt Collection 

Procedure Act, 28 U.S.C. §§ 3001-3308, and other applicable federal authority. The 

United States shall be deemed a judgment creditor for purposes of collecting any unpaid 

amounts of the civil and stipulated penalties and interest. 

XI. STIPULATED PENALTIES 

122. Sunoco shall pay stipulated penalties to the United States and to the 

Appropriate Plaintiff/Intervenor for each failure by Sunoco to comply with the terms of 

this Consent Decree as provided in Paragraph 193. Stipulated penalties shall be 

calculated in the amounts specified in this Section. Stipulated penalties under 

Paragraphs 124, 127, 129, and 131 shall not start to accrue until there is noncompliance 

with the concentration-based, rolling average emission limits identified in those 

Paragraphs for five percent (5%) or more of the applicable unit’s operating time during 

108 
any calendar quarter. For those provisions where a stipulated penalty is calculated on a 

per unit (e.g., CEMS, heater, FCCU) basis, the calculation includes only noncompliant 

units. For those provisions where a stipulated penalty of either a fixed amount or 1.2 

times the economic benefit of delayed compliance is available, the decision of which 

alternative to seek shall rest exclusively within the discretion of the United States or the 

Appropriate Plaintiff/Intervenor. Where a single event triggers more than one stipulated 

penalty provision in this Consent Decree, only the higher of the individual stipulated 

penalties shall apply. The United States will elect between seeking stipulated penalties 

under this Consent Decree and commencing a new action for civil penalties under the 

Clean Air Act where a violation of the Consent Decree is also a violation of the Clean 

Air Act or its implementing regulations. The Appropriate Plaintiff/Intervenor will elect 

between seeking stipulated penalties under this Consent Decree and commencing a new 

action for civil penalties under the Clean Air Act or applicable state or local law where a 

violation of the Consent Decree is also a violation of the Clean Air Act or applicable 

state or local law. 

A. Non-Compliance with Requirements for NOx Emission Reductions from 

FCCUs. 

123. For failure to install each application of SCR at Philadelphia 1232 FCCU, 

Marcus Hook FCCU, and Toledo FCCU as required by Paragraph 11 of this Consent 

Decree, per day: 

Period of Delay Penalty per day

1

st through 30th day after deadline $1,250 

31st through 60th day after deadline $3,000 

109 
Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

124. For failure to meet any emissions limit for NOx referenced in Paragraph 

12, per day, per unit: $750 for each calendar day in a calendar quarter on which the 

short-term rolling average exceeds the applicable limit; and $2,500 for each calendar 

day in a calendar quarter on which the specified 365-day rolling average exceeds the 

applicable limit. 

125. For failure to install, certify, calibrate, maintain, and/or operate a NOx 

CEMS, as required by Paragraph 13, per unit, per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,000 

Beyond 60th day after deadline $2,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

B. Non-Compliance with Requirements for SO2 Emission Reductions from 

FCCUs. 

126. For failure to install each application of WGS at Philadelphia 1232 FCCU, 

Marcus Hook FCCU, and Toledo FCCU, as required by Paragraph 14 of this Consent 

Decree, per day: 

Period of Delay Penalty per day

1

st through 30th day after deadline $1,250 

110 
31st through 60th day after deadline $3,000 

Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

127. For each failure to meet SO2 emission limits set forth in Paragraph 15.a 

(Philadelphia 1232 FCCU, Marcus Hook FCCU, and Toledo FCCU), per unit: $750/day 

for each calendar day in a calendar quarter on which the specified 7-day rolling average 

exceeds the applicable limit; $2,500 for each calendar day in a calendar quarter on 

which the specified 365-day rolling average exceeds the applicable limit. 

128. For failure to install, certify, calibrate, maintain, and/or operate a SO2 

CEMS as required by Paragraph 15.b and 15.c, per unit, per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,000 

Beyond 60th day after deadline $2,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

C. Non-Compliance with Requirements for PM Emissions from FCCUs. 

129. For each failure to meet applicable PM emission limits for Sunoco FCCUs 

as set forth in Paragraphs 16 and 17, or as later accepted by Sunoco pursuant to 

Paragraph 219, per day, per unit: $1,500/day for each calendar day in a calendar quarter 

on which the Refinery exceeds the emission limit. 

130. For failure to install, certify, calibrate, maintain, and/or operate a COMS 

to monitor opacity as required by Paragraph 18 per unit, per day: 

111 
Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,000 

Beyond 60th day after deadline $2,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

D. Non-Compliance with Requirements for CO Emissions from FCCUs. 

131. For each failure to meet the applicable CO emission limits for the Sunoco 

FCCUs as set forth in Paragraphs 19 or 20, or as later accepted by Sunoco pursuant to 

Paragraph 218: $750/day for each calendar day in a calendar quarter on which the 

specified 1-hour rolling average exceedsthe applicable limit; and $2,500/day for each calendar 

day in a calendar quarter on which the specified 365-day rolling average exceeds the 

applicable limit. 

132. For failure to install, certify, calibrate, maintain, and/or operate a CO 

CEMS as required by Paragraph 21, per unit, per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,000 

Beyond 60th day after deadline $2,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

E. Failure to Commence Shutdown to Tie-in the SCR and/or WGS at the 

Marcus Hook FCCU by June 15, 2010. 

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133. For failure to commence shutdown to tie-in the SCR and/or WGS at the 

Marcus Hook FCCU by June 15, 2010, per day:

Period of Delay Penalty per day

06.15.10 to 06.19.11 $1,800 

06.20.11 to 06.24.12 $1,900 

06.25.12 to 06.29.13 $2,000 

The above penalty shall end once the shutdown to tie-in the SCR and/or WGS at 

theMarcus Hook FCCU commences. 

F. Non-Compliance with Requirements for NOx Emission Reductions from 

Heaters and Boilers. 

134. For failure to install Qualifying Controls on heaters and boilers and/or to 

submit permit applications sufficient to comply with the requirements of Paragraphs 27 

and 29, per day: 

Period of Delay Penalty per day

 1st through 30th day after deadline $2,500 

31st through 60th day after deadline $6,000 

Beyond 60th day after deadline $10,000, or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater. 

135. For failure to install NOx controls on heaters and boilers as required by 

Paragraph 30, by the date set forth in that Paragraph, per day:

Period of Delay Penalty per day

 1st through 30th day after deadline $2,500 

31st through 60th day after deadline $6,000 

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Beyond 60th day after deadline $10,000, or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater. 

136. For failure to submit the report required by Paragraph 29 and/or failure to 

submit a Control Plan and Updates in accordance with Paragraph 31, per day: 

Period of Delay Penalty per day 

1st through 30th day after deadline $200 

31st through 60th day after deadline $500 

Beyond 60th day after deadline $1,000 

137. For failure to conduct a performance test, to install, calibrate, maintain, 

and/or operate a CEMS in accordance with Paragraphs 32 and 33, per CEMS, per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,000 

Beyond 60th day after deadline $2,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

138. For each failure to meet NOx emission limits accepted by Sunoco pursuant 

to Paragraph 27, per day, per unit: $500 for each calendar day in a calendar quarter on 

which the emissions exceed the applicable limit. 

G. Non-Compliance with Requirements for SO2 Emission Reductions from 

Heaters and Boilers. 

139. For burning any fuel gas that contains H2S in excess of the applicable 

requirements of NSPS Subparts A and J in one or more heaters or boilers or other 

114 
identified equipment listed in Appendix D (“NSPS Subpart J Compliance Schedule for 

Heaters and Boilers”) after the date set forth in this Decree on which the respective unit 

becomes an “affected facility” subject to NSPS Subparts A & J, per event, per day in a 

calendar quarter: 

Period of Non-Compliance Penalty per day 

1st through 30th day $2,500 

Beyond 31st day $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

140. For failure to cease fuel oil burning as required by Paragraph 36, by each 

date specified in Appendix E of this Consent Decree, per unit, per day: 

Period of Delay Penalty per day

 1st through 30th day after deadline $1,750 

Beyond 31st day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

141. For failure to comply with the deadline in Paragraph 39 of this Consent 

Decree, per day: 

Period of Delay Penalty per day 

1st through 30th day after deadline $1,250 

31st through 60th day after deadline $3,000 

Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

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H. Non-Compliance with Requirements for NSPS Applicability to Sulfur 

Recovery Plants. 

142. For failure to route all sulfur pit emissions in accordance with the 

requirements of Paragraph 45, per unit, per day: 

Period of Non-Compliance Penalty per day 

1st through 30th day $1,000 

31st through 60th day $1,750 

Beyond 60th day $4,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

143. For failure to comply with the NSPS Subpart J emission limits at the 

Marcus Hook or Philadelphia SRPs, per unit, per day in a calendar quarter: 

Period of Non-Compliance Penalty per day 

1

st through 30th day $1,000 

31st through 60th day $2,000 

Beyond 60th day $3,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

144. For failure to comply with the monitoring requirements of Paragraphs 42.b 

and 43.b.i, per unit, per day: 

Period of Non-Compliance Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,500 

Beyond 60th day after deadline $2,000 

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145. For failure to propose or comply with the emissions limits for the Toledo 

SRP as set forth in Paragraph 43.b.iii and b.iv: 

Period of Non-Compliance Penalty per day 

1st through 30th day $1,000 

31st through 60th day $2,000 

Beyond 60th day $3,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

146. For failure to submit the Optimization Study, as specified in Paragraph 

43, per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $500 

31st through 60th day after deadline $1,500 

Beyond 60th day after deadline $2,000 

147. For failure to install TGUs by the deadline required by Paragraph 43.a, 

per day: 

Period of Delay Penalty per day 

1

st through 30th day after deadline $2,000 

31st through 60th day after deadline $3,000 

Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

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148. For failure to submit and comply with the PreventiveMaintenance and 

Operation Plan as specified in Paragraph 47.a, per refinery, per day: 

Period of Non-Compliance Penalty per day 

1st through 30th day $500 

31st through 60th day $1,500 

Beyond 60th day $2,000 

149. For failure to provide any written deliverable required by Section V.I, 

other than the Optimization Study and the PMO Plans, per deliverable, per day:

 Period of Delay Penalty per day 

1

st through 30th day after deadline $200 

31st through 60th day after deadline $500 

Beyond 60th day after deadline $1,000 

I. Non-Compliance with Requirements for NSPS Applicability of Flaring 

Devices. 

150. For failure to comply with NSPS Subpart J at the flares listed in Appendix 

G after the date on which Sunoco has accepted NSPS applicability for the relevant flare 

as set forth in Paragraph 48: 

Period of Delay Penalty per day 

1st through 30th day $500 

31st through 60th day $1,500 

Beyond 60th day $2,000 

151. For failure to timely submit the NSPS Subpart J compliance report as 

required by Paragraph 48: 

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Period of Delay Penalty per day

1

st through 30th day $500 

31st through 60th day $1,500 

Beyond 60th day $2,000 

J. Non-Compliance with Requirements for Control of Acid Gas Flaring 

Incidents and Tail Gas Incidents. 

152. For AG Flaring Incidents and/or Tail Gas Incidents for which Section V.K 

makes Sunoco liable for stipulated penalties: 

Under Section V.K: 

Tons Emitted in 

Acid Gas Flaring 

Incident or Tail 

Gas Incident 

Length of Time from 

Commencement of 

Flaring within the 

Acid Gas Flaring 

Incident to 

Termination of 

Flaring within the 

Acid Gas Flaring 

Incident is 3 hours or 

less; Length of Time 

of the Tail Gas 

Incident is 3 hours or 

less 

Length of Time from 

Commencement of 

Flaring within the 

Acid Gas Flaring 

Incident to 

Termination of 

Flaring within the 

Acid Gas Flaring 

Incident is greater 

than 3 hours but less 

than or equal to 24 

hours; Length of 

Time of the Tail Gas 

Incident is greater 

than 3 hours but less 

than or equal to 24 

hours 

Length of Time of 

Flaring within the 

Acid Gas Flaring 

Incident is greater 

than 24 hours; 

Length of Time of 

the Tail Gas 

Incident is greater 

than 24 hours 

5 Tons or less $500 per Ton $750 per Ton $1,000 per Ton 

Greater than 5 

Tons, but less than 

or equal to 15 Tons 

$1,200 per Ton $1,800 per Ton $2,300 per Ton, up 

to, but not 

exceeding, $27,500 

in any one calendar 

day 

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Greater than 15 

Tons 

$1,800 per Ton, up 

to, but not 

exceeding, $27,500 

in any one calendar 

day 

$2,300 per Ton, up 

to, but not 

exceeding, $27,500 

in any one calendar 

day 

$27,500 per 

calendar day for 

each calendar day 

over which the Acid 

Gas Flaring 

Incident or Tail Gas 

Incident lasts 

For purposes of calculating stipulated penalties pursuant to this Paragraph 152, only one 

cell within the matrix shall apply. Thus, for example, for a Flaring Incident in which the 

Flaring starts at 1:00 p.m. and ends at 3:00 p.m., and for which 14.5 tons of sulfur dioxide 

are emitted, the penalty would be $17,400 (14.5 x $1,200); the penalty would not be 

$13,900 [(5 x $500) + 9.5 x $1,200)]. For purposes of determining which column in the 

table set forth in this Paragraph applies under circumstances in which Flaring occurs 

intermittently during a Flaring Incident, the Flaring shall be deemed to commence at the 

time that the Flaring that triggers the initiation of a Flaring Incident commences, and 

shall be deemed to terminate at the time of the termination of the last episode of Flaring 

within the Flaring Incident. Thus, for example, for Flaring within a Flaring Incident that 

(i) starts at 1:00 p.m. on Day 1 and ends at 1:30 p.m. on Day 1; (ii) recommences at 4:00 

p.m. on Day 1 and ends at 4:30 p.m. on Day 1; (iii) commences at 1:00 a.m. on Day 2 and 

ends at 1:30 a.m. on Day 2; and (iv) no further Flaring occurs within the Flaring Incident, 

the Flaring within the Flaring Incident shall be deemed to last 12.5 hours -- not 1.5 hours 

-- and the column for Flaring of “greater than 3 hours but lessthan or equal to 24 hours” 

shall apply. The same method of calculation shall apply to Tail Gas Incidents. 

153. For failure to timely submit any report required by Sections V.K or V.L, 

or for submitting any report that does not substantially conform to its requirements, per 

report: 

120 
Period of Delay Penalty per day 

1

st through 30th day after deadline $750 

31st through 60th day after deadline $1,500 

Beyond 60th day after deadline $3,000 

154. For those corrective action(s) with respect to Acid Gas Flaring, Tail Gas 

Incidents, or Hydrocarbon Flaring which Sunoco: (a) agrees to undertake following 

receipt of an objection by EPA pursuant to Paragraph 54; or (b) is required to undertake 

following dispute resolution, then, from the 91st day after EPA’s receipt of Sunoco’s 

report under Paragraph 53 of this Consent Decree until the date that either: (1) a final 

agreement is reached between EPA and Sunoco regarding the corrective action; or (2) a 

court order regarding the corrective action is entered, Sunoco shall be liable for 

stipulated penalties as follows: 

a. Period of Delay 

1st through 120th day 

121st through 180th day 

181st through 365th day 

Beyond 365th day 

Penalty per day 

$50 

$100 

$300 

$3,000 

or 

b. 1.2 times the economic benefit resulting from Sunoco’s failure to 

implement the corrective action(s). 

155. For failure to complete any corrective action with respect to Acid Gas 

Flaring, Tail Gas Incidents, or Hydrocarbon Flaring under Paragraph 54 of this Decree 

in accordance with the schedule for such Correction Action agreed to by Sunoco or 

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imposed on Sunoco pursuant to the dispute resolution provisions of this Decree (with 

any such extensions thereto as to which EPA and Sunoco may agree in writing), Sunoco 

shall be liable for stipulated penalties as follows: 

Period of Delay Penalty per day

1

st through 30th day after deadline $1,000 

31st through 60th day after deadline $2,000 

Beyond 60th day after deadline $5,000 

K. Non-Compliance with Requirements for Control of Hydrocarbon Flaring 

Incidents. 

156. For each failure to perform a Root Cause analysis or submit a written

report or perform corrective actions as required by Paragraph 64 for a Hydrocarbon 

Flaring Incident, per day, per incident:

Period of Delay Penalty per day

1st through 30th day after deadline $500 

31st through 60th day after deadline $1,500 

Beyond 60th day after deadline $3,000 

L. Non-Compliance with Requirements for Benzene Waste NESHAP Program 

Enhancements. 

157. For failure to complete the BWON Compliance Review and Verification 

Reports as required by Paragraph 67: $7,500 per month, per refinery. 

158. For failure to submit a compliance plan for the Tulsa Refinery, if required 

by Paragraph 68.a.ii, or for failure to implement the compliance plan and/or to certify 

compliance as required by Paragraphs 68.a.iii. and 68.b, respectively: 

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Period of Delay Penalty per day 

1st through 30th day after deadline $1,250 

31st through 60th day after deadline $3,000 

Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

159. For failure to comply with the requirements set forth in Paragraph 69 for 

use, monitoring and replacement of carbon canisters: $1,000 per incident of 

noncompliance, per day. 

160. For failure to submit or maintain any records or materials required by 

Paragraph 69 of this Consent Decree: $2,000 per record or submission. 

161. For failure to establish an annual review program to identify new benzene 

waste streams as required by Paragraph 70: $2,500 per month, per refinery. 

162. For failure to perform laboratory audits as required by Paragraph 71: 

$5,000 per month, per missed audit. 

163. For failure to implement the training requirements as set forth in 

Paragraph 73: $10,000 per quarter, per refinery. 

164. For failure to install controls on waste management units handling organic 

wastes as required by Paragraph 74: $10,000 per month, per waste management unit. 

165. For failure to submit any plans or other deliverables required by Paragraph 

75, $10,000 per month, per refinery. 

166. For failure to conduct sampling in accordance with the sampling plans 

required by Paragraph 75: $5,000 per week, per stream, or $30,000 per quarter, per 

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stream, whichever is greater, but not to exceed $150,000 per quarter, per stream, 

whichever is greater, but not to exceed $150,000 per quarter, per refinery. 

167. For failure to conduct monthly visual inspections of all Subpart FF water 

traps as required by Paragraph 76.b.i: $500 per drain not inspected. 

168. For failure to identify/mark segregated storm water drains as required in 

Paragraph 76.c: $1,000 per week, per drain not identified/marked. 

169. For failure to monitor Subpart FF conservation vents as required by 

Paragraph 76.b.ii: $500 per vent not monitored. 

170. For failure to submit the written deliverables required by Paragraph 77: 

$1,000 per week, per deliverable. 

171. If it is determined through federal, state, or local investigation that any 

Sunoco Refinery has failed to include all benzene waste streams in its TAB calculation 

submitted pursuant to Paragraph 67, Sunoco shall pay the following, per waste stream: 

Waste Stream Penalty

for waste streams < 0.03 Mg $250 

for waste streams between 0.03 and 0.1 Mg/yr $1,000 

for waste streams between 0.1 and 0.5 Mg/yr $5,000 

for waste streams > 0.5 Mg/yr $10,000 

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M. Non-Compliance with Requirements for Leak Detection and Repair Program 

Enhancements. 

172. For failure to develop an LDAR Program as required by Paragraph 78:

$3,500 per week, per refinery. 

173. For failure to implement the training programs specified in Paragraph 79: 

$10,000 per month, per program, per refinery. 

174. For failure to conduct any of the audits required by Paragraph 80: $5,000 

per month, per audit. 

175. For failure to implement any actions necessary to correct noncompliance 

as required by Paragraph 81: 

Period of Delay Penalty per day 

1st through 30th day after deadline $1,250 

31st through 60th day after deadline $3,000 

Beyond 60th day after deadline $5,000 or an amount equal to 1.2 

times the economic benefit of 

delayed compliance, whichever is 

greater 

176. For failure to perform monitoring utilizing the lower internal leak rate

definitions as specified in Paragraph 82: $100 per component, but not greater than

$10,000 per month, per process unit.

177. For failure to repair and re-monitor leaks, as required by Paragraph 83.b, 

in excess of the lower leak definitions specified in Paragraph 82: $100 per component, 

but not greater than $10,000 per month, per refinery (except that Paragraph 178 shall 

apply in lieu of this Paragraph 177 where both paragraphs are potentially applicable). 

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178. For failure to implement the “initial attempt” repair program in Paragraph 

85: $100 per valve, but not greater than $10,000 per month, per refinery. 

179. For failure to implement the quarterly QA/QCprocedures described in 

Paragraph 87: $10,000 per month, per refinery. 

180. For failure to implement and comply with the LDAR monitoring program 

as required by Paragraph 84: $100 per component, but not greater than $10,000 per 

month, per unit. 

181. For failure to use dataloggers or maintain electronic data as required by 

Paragraph 86: $5,000 per month, per refinery. 

182. For failure to designate and/or maintain an individual as accountable for 

LDAR performance as required in Paragraph 88: $3,750 per week, per refinery. 

183. For failure to conduct the calibration drift assessments or remonitor valves 

and pumps based on calibration drift assessments in Paragraph 89: $100 per missed 

event, per refinery. 

184. For failure to comply with the requirements for repair set forth at 

Paragraph 90: $5,000 per valve or pump. 

185. For failure to submit any written deliverables required by Paragraph 92: 

$1,000 per week, per report. 

186. If it is determined through a federal, state, or local investigation that 

Sunoco has failed to include all valves and pumps in its LDARprogram, Sunoco shall 

pay $175 per component that it failed to include. 

187. For failure to repair chronic leaker valves as required under Paragraph 91, 

$5000 per valve. 

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N. Non-Compliance with Requirements for Reporting and Recordkeeping. 

188. For failure to submit reports as required by Section IX, beginning on the 

7

th day past the report’s due date, per report, per day:

 Period of Delay Penalty per day 

1st through 30th day $300 

31st through 60th day $1,000 

Beyond 60th day $2,000 

O. Non-Compliance with Requirements for Payment of Civil Penalties. 

189. For Sunoco’s failure to pay the civil penalties as specified in Section X of 

this Consent Decree, Sunoco shall be liable for $15,000 per day plus interest on the 

amount overdue at the rate specified in 28 U.S.C. § 1961(a). 

P. Non-Compliance with Requirement to Pay Stipulated Penalties. 

190. For failure to pay or escrow stipulated penalties as required by Paragraphs 

193 and 195 of this Consent Decree, Sunoco shall be liable for $2,500 per day, per 

penalty, and interest on the amount overdue at the rate specified in 28 U.S.C. § 1961(a). 

Q. Non-Compliance with Requirements Related to Supplemental 

Environmental Projects. 

191. For failure to satisfactorily complete implementation of the SCEPs and/or 

SLEBPs required under Section VIII, per project, per day: 

Period of Delay Penalty per day 

1st through 30th day after deadline $1,000 

31st through 60th day after deadline $1,500 

Beyond 60th day $2,500 

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R. Non-Compliance with Requirements to Incorporate Consent Decree 

Requirements into Federally-Enforceable Permits under Section V.O. 

192. For each failure to submit an application as required by Section V.O: 

Period of Delay Penalty per day 

1st through 30th day after deadline $800 

31st through 60th day after deadline $1,600 

Beyond 60th day $3,000 

S. General Provisions Related to Stipulated Penalties. 

193. Sunoco shall pay stipulated penalties upon written demand by the United 

States, or the Appropriate Plaintiff/Intervenor, no later than 60 days after Sunoco 

receives such demand. Demand from one agency shall be deemed a demand from all 

applicable agencies, but the agencies shall consult with each other prior to making a 

demand. A demand for the payment of stipulated penalties will identify the particular 

violation(s) to which the stipulated penalty relates, the stipulated penalty amount that 

EPA or the Appropriate Plaintiff/Intervenor is demanding for each violation (as can be 

best estimated), the calculation method underlying the demand, and the grounds upon 

which the demand is based. After consultation with each other, the United States and 

the Appropriate Plaintiff/Intervenor may, in their unreviewable discretion, waive 

payment of all or any portion of stipulated penalties that may accrue under this Consent 

Decree. Stipulated penalties shall be paid to the United States and Appropriate 

Plaintiff/Intervenors in the following manner: 

194. Payment of Stipulated Penalties. Stipulated penalties owed by Sunoco 

shall be paid 50% to the United States and 50% to the Appropriate Plaintiff/Intervenor. 

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Stipulated penalties owed by Sunoco for SCEPs shall be paid 50% to the United States 

and 50% to the Appropriate Plaintiff/Intervenor. Stipulated penalties owed by Sunoco 

for SLEBPs shall be paid to the Appropriate Plaintiff/Intervenor. Stipulated penalites 

owing to the United States of under $10,000 will be paid by check and made payable to 

“U.S. Department of Justice,” referencing DOJ Case Number 90-5-2-1744/1 and USAO 

File Number _____________, and delivered to [the U.S. Attorney’s Office]. 

Stipulated penalties owing to the United States of $10,000 or more and stipulated 

penalties owing to a Plaintiff/Intervenor will be paid in the manner set forth in Section 

X (Civil Penalty) of this Consent Decree. Stipulated penalties owing to the State of 

Ohio will be paid by cashier's or certified check payable to the “Order of Treasurer, 

State of Ohio," and sent to Amy Laws, Paralegal, or her successor, Paralegal, Office of 

the Attorney General of Ohio, Environmental Enforcement Section, 30 East Broad 

Street, 25th Floor, Columbus, Ohio 43215-3400. The memo portion of the check, or 

some other prominent location on the transmittal letter or documentation, shall include a 

reference to "A.G. EAGO No. 283198." 

T. Stipulated Penalties Dispute. 

195. Should Sunoco dispute the United States’ and/or a Plaintiff/Intervenor’s 

demand for all or part of a stipulated penalty, it may avoid the imposition of a stipulated 

penalty for failure to pay a stipulated penalty under Paragraph 190 by placing the 

disputed amount demanded in a commercial escrow account pending resolution of the 

matter and by invoking the dispute resolution provisions of Section XV within the time 

provided in Paragraph 193 for payment of stipulated penalties. If the dispute is 

thereafter resolved in Sunoco’s favor, the escrowed amount plus accrued interest shall 

129 
be returned to Sunoco; otherwise, EPA and the Appropriate Plaintiff/Intervenor shall be 

entitled to the amount that was determined to be due by the Court, plusthe interest that 

has accrued in the escrow account on such amount. The United States and the 

Plaintiff/Intervenors reserve the right to pursue any other non-monetary remedies to 

which they are legally entitled, including, but not limited to, injunctive relief for 

Sunoco’s violations of this Consent Decree. 

XII. INTEREST 

196. Sunoco shall be liable for interest on the unpaid balance of stipulated 

penalties to be paid in accordance with Section XI. All such interest shall accrue at the 

rate established pursuant to 28 U.S.C. § 1961(a) – i.e., a rate equal to the coupon issue 

yield equivalent (as determined by the Secretary of Treasury) of the average accepted 

auction price for the last auction of 52-week U.S. Treasury bills settled prior to the Date 

of Lodging of the Consent Decree. Interest shall be computed daily and compounded 

annually. Interest shall be calculated from the date payment is due under the Consent 

Decree through the date of actual payment. For purposes of this Paragraph 196, interest 

pursuant to this Paragraph will cease to accrue on the amount of any stipulated penalty 

payment made into an interest bearing escrow account as contemplated by Paragraph 

195 of the Consent Decree. Monies timely paid into escrow shall not be considered to 

be an unpaid balance under this Section. 

XIII. RIGHT OF ENTRY 

197. Any authorized representative of EPA or of the applicable 

Plaintiff/Intervenor, upon presentation of credentials, shall have a right of entry upon the 

premises of the facilities of the Sunoco Refineries at any reasonable time for the purpose 

of monitoring compliance with the provisions of this Consent Decree, including 

130 
inspecting plant equipment and systems, and inspecting and copying all records 

maintained by Sunoco required by this Consent Decree or deemed necessary by EPA or 

the applicable Plaintiff/Intervenor to verify compliance with this Consent Decree. 

Sunoco shall retain such records for the period of the Consent Decree. Nothing in this 

Consent Decree shall limit the authority of EPA or the applicable Plaintiff/Intervenor to 

conduct tests, inspections, or other activities under any statutory or regulatory provision. 

XIV. FORCE MAJEURE 

198. If any event occurs or fails to occur that causes or may cause a delay or 

impediment to performance in complying with any provision of this Consent Decree, 

Sunoco shall notify EPA and the Appropriate Plaintiff/Intervenor in writing as soon as 

practicable, but in any event within ten (10) business days of the date when Sunoco first 

knew of the event or should have known of the event by the exercise of due diligence. 

In this notice, Sunoco shall specifically reference this Paragraph 198 of this Consent 

Decree and describe the anticipated length of time the delay may persist, the cause or 

causes of the delay, and the measures taken or to be taken by Sunoco to prevent or 

minimize the delay and the schedule by which those measures shall be implemented. 

Sunoco shall take all reasonable steps to avoid or minimize such delays. The notice 

required by this Section shall be effective upon the mailing of the same by certified 

mail, return receipt requested, to the Applicable EPA Regional Office as specified in 

Paragraph 240 (“Notice”). 

199. Failure by Sunoco to substantially comply with the notice requirements of 

Paragraph 198 as specified above shall render this Section XIV voidable by the United 

States, in consultation with the Appropriate Plaintiff/Intervenor, as to the specific event 

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for which Sunoco has failed to comply with such notice requirement, and, if voided, is 

of no effect as to the particular event involved. 

200. The United States, after consultation with the Appropriate 

Plaintiff/Intervenor, shall notify Sunoco in writing regarding its claim of a delay or 

impediment to performance within 30 days of receipt of the force majeure notice 

provided under Paragraph 198. 

201. If the United States, after consultation with the Appropriate 

Plaintiff/Intervenor, agrees that the delay or impediment to performance has been or will 

be caused by circumstances beyond the control of Sunoco including any entity 

controlled by Sunoco and that Sunoco could not have prevented the delay by the 

exercise of due diligence, the appropriate Parties shall stipulate in writing to an 

extension of the required deadlines(s) for all requirement(s) affected by the delay by a 

period equivalent to the delay actually caused by such circumstances. Such stipulation 

shall be treated as a non-material modification to the Consent Decree pursuant to the 

modification procedures established in this Consent Decree. Sunoco shall not be liable 

for stipulated penalties for the period of any such delay. 

202. If the United States, after consultation with the Appropriate 

Plaintiff/Intervenor, does not accept Sunoco’s claim of a delay or impediment to 

performance, Sunoco must submit the matter for resolution by filing a petition with the 

Federal District Court to avoid payment of stipulated penalties. Once Sunoco has 

submitted this matter to the Court, the United States and the Appropriate 

Plaintiff/Intervenor shall have twenty (20) business days to file their responses to the 

petition. If the Court determines that the delay or impediment to performance has been 

132 
or will be caused by circumstances beyond the control of Sunoco including any entity 

controlled by Sunoco and that the delay could not have been prevented by Sunoco by 

the exercise of due diligence, Sunoco shall be excused as to that event(s) and delay 

(including stipulated penalties), for a period of time equivalent to the delay caused by 

such circumstances. 

203. Sunoco shall bear the burden of proving that any delay of any 

requirements(s) of this Consent Decree was caused by or will be caused by 

circumstances beyond its control, including any entity controlled by it, and that it could 

not have prevented the delay by the exercise of due diligence. Sunoco shall also bear 

the burden of proving the duration and extent of any delay(s) attributable to such 

circumstances. An extension of one compliance date based on a particular event may, 

but will not necessarily result in an extension of a subsequent compliance date or dates. 

204. Unanticipated or increased costs or expenses associated with the 

performance of Sunoco’s obligations under this Consent Decree shall not constitute 

circumstances beyond its control, or serve as the basis for an extension of time under 

this Section XIV. 

205. Notwithstanding any other provision of this Consent Decree, the parties do 

not intend for this Court to draw any inferences nor establish any presumptions adverse 

to any Party as a result of Sunoco serving a force majeure notice or the Parties’ inability 

to reach agreement. 

206. As part of the resolution of any matter submitted to this Court under this 

Section XIV, the appropriate Parties (by agreement), or the Court (by order), may 

extend or modify the schedule for completion of work under the Consent Decree to 

133 
account for the delay in the work that occurred as a result of any delay or impediment to 

performance agreed to by the United States or approved by this Court. Sunoco shall be 

liable for stipulated penalties for its failure thereafter to complete the work in 

accordance with the extended or modified schedule. 

XV. RETENTION OF JURISDICTION/DISPUTE RESOLUTION 

207. This Court shall retain jurisdiction of this matter for the purposes of 

implementing and enforcing the terms and conditions of the Consent Decree and for the 

purpose of adjudicating all disputes (including, but not limited to, determinations under 

Section V (“Affirmative Relief/Environmental Projects”) of the Consent Decree) 

between the United States and the Plaintiff/Intervenors and Sunoco that may arise under 

the provisions of the Consent Decree, until the Consent Decree terminates in accordance 

with Section XVIII of this Consent Decree (“Termination”). 

208. The dispute resolution procedure set forth in this Section XV shall be 

available to resolve any and all disputes arising under this Consent Decree, provided 

that the Party making such application has made a good faith attempt to resolve the 

matter with the other Party. 

209. The dispute resolution procedure required herein shall be invoked upon 

the giving of written notice by one of the Parties to this Consent Decree to another 

advising the other appropriate Party(ies) of a dispute pursuant to this Section XV. The 

notice shall describe the nature of the dispute, and shall state the noticing Party’s 

position with regard to such dispute. 

210. Disputes submitted to dispute resolution shall, in the first instance, be the 

subject of informal negotiations between the Parties. Such period of informal 

negotiations shall not extend beyond 90 calendar days from the date of the first meeting 

134 
between representatives of the Parties, unless it is agreed that this period should be 

extended. 

211. In the event that the Parties are unable to reach agreement during such 

informal negotiation period, the United States or the Appropriate Plaintiff/Intervenor, as 

applicable, shall provide Sunoco with a written summary of its position regarding the 

dispute. The position advanced by the United States or the Appropriate 

Plaintiff/Intervenor, as applicable, shall be considered binding unless, within 45 

calendar days of Sunoco’s receipt of the written summary of the United States’ or the 

Appropriate Plaintiff/Intervenor’s position, Sunoco files with the Court a petition that 

describes the nature of the dispute. The United States or the Appropriate 

Plaintiff/Intervenor shall respond to the petition within 45 calendar days of filing. In 

resolving the dispute between the parties, the position of the United States and the 

Appropriate Plaintiff/Intervenor shall be upheld if supported by substantial evidence in 

the administrative record. 

212. In the event that the United States and the Appropriate Plaintiff/Intervenor 

make differing determinations or take differing actions that affect Sunoco’s rights or 

obligations under this Consent Decree, the final decisions of the United States shall take 

precedence. 

213. Where the nature of the dispute is such that a more timely resolution of the 

issue is required, the time periods set forth in this Section XV may be shortened upon 

motion of one of the Parties to the dispute. 

135 
214. The Parties do not intend that the invocation of this Section XV by a Party 

cause the Court to draw any inferences nor establish any presumptions adverse to either 

Party as a result of invocation of this Section. 

215. As part of the resolution of any dispute submitted to dispute resolution, the 

Parties, by agreement, or this Court, by order, may, in appropriate circumstances, extend 

or modify the schedule for completion of work under this Consent Decree to account for 

the delay in the work that occurred as a result of dispute resolution. Sunoco shall be 

liable for stipulated penalties for their failure thereafter to complete the work in 

accordance with the extended or modified schedule. 

XVI. EFFECT OF SETTLEMENT 

216. Definitions. For purposes of this Section XVI, the following definitions

apply:

a. “Applicable NSR/PSD Requirements” shall mean: PSD requirements at 

Part C of Subchapter I of the Act, 42 U.S.C. § 7475, and the regulations promulgated 

thereunder at 40 C.F.R. §§ 52.21 and 51.166; the portions of the applicable SIPs and 

related rules adopted as required by 40 C.F.R. §§ 51.165 and 51.166; “Plan Requirements 

for Non-Attainment Areas” at Part D of Subchapter I of the Act, 42 U.S.C. §§ 7502-7503, 

and the regulations promulgated thereunder at 40 C.F.R. §§ 51.165(a) and (b), Part 51 

Appendix S, and 52.24; any Title V regulations that implement, adopt, or incorporate the 

specific regulatory requirements identified above; any applicable state or local 

regulations that implement, adopt, or incorporate the specific federal regulatory 

requirements identified above, and any Title V permit provisions that implement, adopt, 

or incorporate the specific regulatory requirements identified above; and any applicable 

136 
state or local regulations enforceable by Plaintiff/Intervenors that implement, adopt, or 

incorporate the specific federal regulatory requirements identified above. 

b. “Applicable NSPS Subparts A and J Requirements” shall mean the 

standards, monitoring, testing, reporting, and recordkeeping requirements found at 

40 C.F.R. §§ 60.100 through 60.109 (Subpart J) relating to a particular pollutant and a 

particular affected facility, and the corollary general requirements found at 40 C.F.R. 

§§ 60.1 through 60.19 (Subpart A) that are applicable to any affected facility covered by 

Subpart J; any Title V regulations that implement, adopt, or incorporate the specific 

regulatory requirements identified above; any applicable state or local regulations that 

implement, adopt, or incorporate the specific federal regulatory requirements identified 

above, and any Title V permit provisions that implement, adopt, or incorporate the 

specific regulatory requirements identified above; and any applicable state or local 

regulations enforceable by Plaintiff/Intervenors that implement, adopt, or incorporate the 

specific federal regulatory requirements identified above. 

c. “Post-Lodging Compliance Dates” shall mean any dates in this Section 

XVI (“Effect of Settlement”) after the Date of Lodging. Post-Lodging Compliance Dates 

include dates certain (e.g., “December 31, 2004”), dates after Lodging represented in 

terms of “months after Lodging” (e.g., “Twelve Months after the Date of Lodging”), and 

dates after Lodging represented by actionstaken (e.g., “Date of Certification”). The 

Post-Lodging Compliance Dates represent the dates by which work is required to be 

completed or an emission limit is required to be met under the applicable provisions of 

this Consent Decree. 

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217. Resolution of Liability Regarding the Applicable NSR/PSD 

Requirements. With respect to emissions of the following pollutants from the 

following units, entry of this Consent Decree shall resolve all civil liability (including 

any continuing liability, until the Post-Lodging Compliance Dates) of Sunoco to the 

United States and the Plaintiff/Intervenors for violations of the Applicable NSR/PSD 

Requirements resulting from pre-Lodging construction or modification: 

Refinery/Unit Pollutant Post-Lodging Compliance 

Date 

Marcus Hook FCCU NOx 6.30.13 

SO2 6.30.13 

Toledo FCCU NOx 12.31.09 

SO2 12.31.09 

Philadelphia 1232 FCCU NOx 06.30.08 

SO2 06.30.08 

Philadelphia 868 FCCU CO Date of Entry 

Heaters and boilers on which NOx Later of Date of Entry or date 

Qualifying Controls are installed 

and which are used to satisfy the 

of installation of Qualifying 

Controls 

requirements of Paragraph 27 

All other heaters and boilers NOx Date of Entry 

All heaters and boilers at SO2 Date of Entry or dates set 

Philadelphia and Toledo forth in Appendix D if other 

than Date of Entry 

All Flaring Devices listed in 

Appendix G 

SO2 As set forth in Appendix G 

218. Resolution of Liability for CO Emissions under the Applicable

NSR/PSD Requirements. With respect to emissions of CO from the FCCUs at Marcus

Hook, Toledo, and Philadelphia 1232, if and when Sunoco accepts an emission limit of

138 
100 ppmvd of CO at 0% O2 on a 365-day rolling average basis and demonstrates 

compliance using CEMS at the relevant Refinery, then all civil liability (including any 

continuing liability, until the Post-Lodging Compliance Dates) of Sunoco to the United 

States and the Plaintiff/Intervenors shall be resolved for violations of the Applicable 

NSR/PSD Requirements relating to CO emissions at the relevant Refinery resulting 

from pre-Lodging construction or modification. 

219. Resolution of Liability for PM Emissions under the Applicable 

NSR/PSD Requirements. With respect to emissions of PM from the FCCUs at Marcus 

Hook, Toledo, and Philadelphia 868 and 1232, if and when Sunoco accepts and 

demonstrates compliance with an emission limit of 0.5 pounds PM per 1000 pounds of 

coke burned at the relevant Refinery, then all civil liability (including any continuing 

liability, until the Post-Lodging Compliance Dates) of Sunoco to the United States and 

the Plaintiff/Intervenors shall be resolved for violations of the Applicable NSR/PSD 

Requirements relating to PM emissions at the relevant Refinery resulting from preLodging construction or modification. 

220. Reservation of Rights Regarding Applicable NSR/PSD Requirements: 

Release for Violations Continuing After the Date of Lodging Can Be Rendered 

Void. Notwithstanding the resolution of liability in Paragraphs 217-219, the releases of 

liability by the United States and the Plaintiff/Intervenors to Sunoco for violations of the 

Applicable NSR/PSD Requirements shall be rendered void if Sunoco materially fails to 

comply with the obligations and requirements of Sections V.A-V.E (relating to FCCUs) 

of this Consent Decree; provided, however, that the releases in Paragraphs 217-219 shall 

139 
not be rendered void if Sunoco remedies such material failure and pays any stipulated 

penalties due as a result of such material failure. 

221. Exclusions from Release Coverage Regarding Applicable PSD/NSR 

Requirements: Construction and/or Modification Not Covered by Paragraphs 

217-219. Notwithstanding the resolution of liability in Paragraphs 217-219, nothing in 

this Consent Decree precludes the United States and/or the Plaintiff/Intervenors from 

seeking from Sunoco injunctive relief, penalties, or other appropriate relief for 

violations by Sunoco of the Applicable NSR/PSD Requirements resulting from: (1) 

construction or modification that commenced prior to the Date of Lodging of the 

Consent Decree, if the resulting violations relate to pollutants or units not covered by 

the Consent Decree; or (2) any construction or modification that commences after the 

Date of Lodging of the Consent Decree. 

222. Evaluation of Applicable PSD/NSR Requirements. Increases in 

emissions from units covered by this Consent Decree, where the increases result from 

the Post-Lodging construction or modification of any units within the Sunoco 

Refineries, are beyond the scope of the release in Paragraphs 217-219, and Sunoco is 

not relieved from any obligation to evaluate any such increases in accordance with the 

Applicable PSD/NSR Requirements. 

223. Resolution of Liability Regarding Applicable NSPS Subparts A and J 

Requirements. With respect to emissions of the following pollutants from the 

following units, entry of this Consent Decree shall resolve all civil liability (including 

any continuing liability, until the Post-Lodging Compliance Dates) of Sunoco to the 

United States and the Plaintiff/Intervenors for violations of the Applicable NSPS 

140 
Subparts A and J Requirements resulting from pre-Lodging construction or 

modification: 

Refinery/Unit 

Marcus Hook FCCUCR 

Pollutant

SO2 

PM 

CO 

Opacity 

 Post-Lodging Compliance 

Date 

Date of Entry 

Date of Entry 

Date of Entry 

Date of Entry 

Toledo FCCUCR SO2

PM 

CO 

 Opacity 

12.31.09 

Date of Entry 

Two years from Date of Entry

12.31.09 

Philadelphia 1232 FCCUCR SO2

PM 

CO 

Opacity 

06.30.08 

Date of Entry 

Date of Entry 

Date of Entry 

Philadelphia 868 FCCUCR SO2 

PM 

CO 

Opacity 

Date of Entry 

Date of Entry 

Date of Entry 

Date of Entry 

All heaters and boilers at 

Philadelphia and Toledo 

SO2 Date of Entry (or date set 

forth in Appendix D if other 

than Date of Entry) 

All Flaring Devices SO2 Date on which Sunoco 

certifies compliance with 

NSPS Subpart J for the 

relevant Flaring Device 

pursuant to Paragraph 48 

Philadelphia SRPs SO2 Date of Entry 

Marcus Hook SRPs SO2 Date of Entry 

Toledo SRPs SO2 12.31.09 

141 
224. Reservation of Rights Regarding Applicable NSPS Subparts A and J 

Requirements: Release for Violations Continuing After the Date of Lodging Can 

Be Rendered Void. Notwithstanding the resolution of liability in Paragraph 223, the 

releases of liability by the United States and the Plaintiff/Intervenors to Sunoco for 

violations of the Applicable NSPS Subparts A and J Requirements shall be rendered 

void if Sunoco materially fails to comply with the obligations and requirements of 

Section V (relating to NSPS requirements) of this Consent Decree; provided, however, 

that the releases in Paragraph 223 shall not be rendered void if Sunoco remedies such 

material failure and pays any stipulated penalties due as a result of such material failure. 

225. Prior NSPS Applicability Determinations. Nothing in this Consent 

Decree shall affect the status of any FCCU, heater or boiler, fuel gas combustion device, 

or sulfur recovery plant currently subject to NSPS as previously determined by any 

federal, state, or local authority or any applicable permit. 

226. Resolution of Liability Regarding Benzene Waste NESHAP 

Requirements. Entry of this Consent Decree shall resolve all civil liability of Sunoco 

to the United States and the Plaintiff/Intervenors for violations of the statutory and 

regulatory requirements set forth below in subparagraphs a through c (the “BWON 

Requirements”) that (1) commenced and ceased prior to the Date of Lodging of the 

Consent Decree; and (2) commenced prior to the Date of Lodging of the Consent 

Decree and/or continued past the Date of Lodging, provided that the events giving rise 

to such post-Lodging violations are identified by Sunoco in its BWON Compliance 

Review and Verification Report(s) submitted pursuant to Paragraph 67 and corrected by 

Sunoco as required under Paragraph 68: 

142 
a. Benzene Waste NESHAP. The National Emission Standard for Benzene 

Waste Operations, 40 C.F.R. Part 61, Subpart FF, promulgated pursuant to Section 112(e) 

of the Act, 42 U.S.C. § 7412(e), including any federal regulation that adopts or 

incorporates the requirements of Subpart FF by express reference, but only to the extent 

of such adoption or incorporation; and 

b. Any applicable, federally-enforceable state or local regulations that 

implement, adopt, or incorporate the specific federal regulatory requirements identified in 

Paragraph 226.a above. 

c. Any applicable state or local regulations enforceable by the 

Plaintiff/Intervenors that implement, adopt, or incorporate the specific federal regulatory 

requirements identified in Paragraph 226.a above. 

227. Resolution of Liability Regarding LDAR Requirements. Entry of this 

Consent Decree shall resolve all civil liability of Sunoco to the United States and the 

Plaintiff/Intervenors for violations of the statutory and regulatory requirements set forth 

below in subparagraphs a through c that (1) commenced and ceased prior to the Date of 

Lodging of the Consent Decree; and (2) commenced prior to the Date of Lodging of the 

Consent Decree and continued past the Date of Lodging, provided that the events giving 

rise to such post-Lodging violations are identified by Sunoco in its Initial Third-Party 

Audit Report(s) submitted pursuant to Paragraph 80 and corrected by Sunoco as 

required under Paragraph 81. 

a. LDAR Requirements. For all equipment in light liquid service and gas 

and/or vapor service, the LDAR requirements of Plaintiff/Intervenors under state 

implementation plans adopted pursuant to the Clean Air Act or promulgated by EPA 

143 
pursuant to Sections 111 and 112 of the Clean Air Act, and codified at 40 C.F.R. Part 60, 

Subparts VV and GGG; 40 C.F.R. Part 61, Subparts J and V; and 40 C.F.R. Part 63, 

Subparts F, H, and CC; 

b. Any applicable, federally-enforceable state or local regulations or permits 

that implement, adopt, or incorporate the specific regulatory requirements identified in 

Paragraph 227.a above. 

c. Any applicable state or local regulations or permits enforceable by the 

Plaintiff/Intervenors that implement, adopt, or incorporate the specific regulatory 

requirements identified in Paragraph 227.a above. 

228. Reservation of Rights Regarding Benzene NESHAP and LDAR 

Requirements. Notwithstanding the resolution of liability in Paragraphs 226 and 227, 

nothing in this Consent Decree precludes the United States and/or the 

Plaintiff/Intervenors from seeking from Sunoco injunctive and/or other equitable relief 

or civil penalties for violations by Sunoco of Benzene Waste NESHAP and/or LDAR 

requirements that (1) commenced prior to the Date of Lodging of this Consent Decree 

and continued after the Date of Lodging if Sunoco fails to identify and address such 

violations as required by Paragraphs 68 and 81 of this Consent Decree; or (2) 

commenced after the Date of Lodging of the Consent Decree. 

229. Other. In addition to the releases identified above, and, if applicable, 

subject to all reservations of rights set forth in this Section XVI, entry of this Consent 

Decree shall resolve all civil liability of Sunoco to the United States, PADEP, and AMS 

for the following alleged violations of the Clean Air Act, Pennsylvania Air Pollution 

Control Act, and Philadelphia local air regulations: (1) NOV issued on or about 9.8.00 

144 
as a result of a fire at the 860 reformer on or about June 30, 2000; (2) NOV issued on or 

about 9.8.00 as a result of a fire at the 210 crude unit on or about September 7, 2000; (3) 

NOV issued on or about 9.8.00 regarding process upset at the 868 FCCU on or about 

June 21, 2000; (4) NOV issued on or about 9.13.00 for alleged SO2 concentration 

exceedances and excess CEM downtime at the 867 unit; (5) NOV issued on or about 

5.18.01 for FCCU rate exceedances on 8.12-13.00 and 2.8-9.01; (6) NOV issued on or 

about 7.26.01 for alleged SO2 emission limit exceedances at the 867 unit; (7) NOV 

issued on or about 9.28.01for late submittal and alleged discrepancies in refinery 

emission inventory and statement for the year 2000; (8) NOV issued on or about 10.5.01 

regarding alleged violation of carbon canister requirements under the benzene 

NESHAP; (9) NOV issued on or about 8.5.02 regarding alleged violation of carbon 

canister requirements under the benzene NESHAP; (10) NOV issued on or about 

10.20.02 regarding alleged violation of carbon canister requirements under the benzene 

NESHAP; (11) NOV issued on or about 11.5.02 for the Philadelphia Refinery as a result 

of an AMS audit, including failure to comply with the plan approval for 433 H-1 heater 

and stack test, failure to comply with source testing procedures, and failure to report 

certain actual emissions in the emission inventory for 2001; (12) all NOVs for opacity 

exceedances from 4.24.98 to 7.24.03; (13) all NOVs for malodors detected beyond the 

property line of the Philadelphia Refinery from 12.4.98 to 3.12.03; (14) NOV issued on 

or about 2.10.03 regarding treatment of sour water stripper gas at 1232 and 867 units; 

(15) NOV issued on or about 8.27.03 for alleged SO2 concentration exceedances at the 

867 unit and failure to submit the 2002 Title V annual certification; (16) NOV issued on 

or about 1.20.04 for alleged discrepancies in refinery emission inventories and 

145 
statements for 2000-2002; (17) NOV issued on or about 1.30.04 regarding stipulated 

penalties under a consent decree for a deNOx additive trial at the 868 FCCU; (18) NOV 

issued on or about 8.20.04 regarding deviations identified in Sunoco’s Title V semiannual monitoring reports (8.20.04); (19) Notice of Violation regarding NOx RACT 

exceedances at H-400/401 during periods in 2001 through 2003 (12.30.04); (20) the 

assertions in the NOV issued on or about 3.18.05 regarding violations of the PSD and 

NSR requirements at theMarcus Hook 10-Plant FCCU and 15-Plant Boilers Nos. 5, 6, 

7, and 9; (21) NOV issued on or about 5.16.05 regarding deviations identified by 

Sunoco in its Title V annual compliance certifications and semi-annual deviation reports 

and deviations discovered by AMS from CEM and emission inventory data; (22) the 

assertion that the Philadelphia Refinery and the Belmont Terminal are interdependent or 

support facilities and the emissions should have been grouped together and reported as 

Philadelphia Refinery’s emissions prior to the date this Consent Decree is signed by 

AMS; (23) any deviations identified by Sunoco in its Title V annual compliance 

certifications and semi-annual deviation reports for the Philadelphia Refinery filed 

2002-2005 (prior to the date this Consent Decree is signed by AMS); (24) alleged 

violations associated with Sunoco’s reports to AMS of startup, shutdown, and 

malfunction emissions (prior to the date this Consent Decree is signed by AMS); and 

(25) alleged violations of Pennsylvania’s SIP as a result of (a) a catalyst release from the 

Philadelphia Refinery in June 2000, (b) a fire at the Philadelphia Refinery in June 2000, 

(c) a fire at the Philadelphia Refinery in September 2000, and (d) a fire at the 

Philadelphia Refinery in January 2005. 

146 
230. Audit Policy. Nothing in this Consent Decree is intended to limit or 

disqualify Sunoco, on the grounds that information was not discovered and supplied 

voluntarily, from seeking to apply EPA’s Audit Policy or any state or local audit policy 

to any violations or noncompliance that Sunoco discovers during the course of any 

investigation, audit, or enhanced monitoring that Sunoco is required to undertake 

pursuant to this Consent Decree. 

231. Claim/Issue Preclusion. In any subsequent administrative or judicial 

proceeding initiated by the United States or the Plaintiff/Intervenors for injunctive relief, 

penalties, or other appropriate relief relating to Sunoco for violations of the PSD/NSR, 

NSPS, NESHAP, and/or LDAR requirements not identified in Section XVI (“Effect of 

Settlement”) of the Consent Decree: 

a. Sunoco shall not assert, and may not maintain, in any subsequent 

administrative, civil, or criminal action commenced by the United States or the 

Plaintiff/Intervenors, any defense or claim based upon the principles of waiver, res 

judicata, collateral estoppel, issue preclusion, or claim-splitting. Nor may Sunoco assert, 

or maintain, any other defenses based upon any contention that the claims raised by the 

United States or the Plaintiff/Intervenors in the subsequent proceeding should have been 

brought in the instant case. Nothing in the preceding sentences is intended to affect the 

ability of Sunoco to assert that the claims are deemed resolved by virtue of Section XVI 

of the Consent Decree. 

b. Except as set forth in Paragraph 231.a, above, the United States and the 

Plaintiff/Intervenors may not assert or maintain that this Consent Decree constitutes a 

waiver or determination of, or otherwise obviates, any claim or defense whatsoever, or 

147 
that this consent Decree constitutes acceptance by Sunoco of any interpretation or 

guidance issued by EPA or the Plaintiff/Intervenors related to the matters addressed in 

this Consent Decree. 

232. Imminent and Substantial Endangerment. Nothing in this Consent 

Decree shall be construed to limit the authority of the United States and the 

Plaintiff/Intervenors to undertake any action against any person, including Sunoco, to 

abate or correct conditions which may present an imminent and substantial 

endangerment to the public health, welfare, or the environment. 

XVII. GENERAL PROVISIONS 

233. Other Laws. Except as specifically provided by this Consent Decree, 

nothing in this Consent Decree shall relieve Sunoco of its obligations to comply with all 

applicable federal, state, and local laws and regulations, including but not limited to 

more stringent standards. In addition, nothing in this Consent Decree shall prohibit or 

prevent the United States or Plaintiff/Intervenors from developing, implementing, and 

enforcing more stringent standards subsequent to the Date of Lodging of this Consent 

Decree through rulemaking, the permit process, or as otherwise authorized or required 

under federal, state, or local laws and regulations. Subject to Section XVI (“Effect of 

Settlement”) and Paragraphs 122 and 234 of this Consent Decree, nothing contained in 

this Consent Decree shall be construed to prevent or limit the rights of the United States 

or the Plaintiff/Intervenors to seek or obtain other remedies or sanctions available under 

other federal, state, or local statutes or regulations, by virtue of Sunoco’s violation of the 

Consent Decree or of the statutes and regulations upon which the Consent Decree is 

based, or for Sunoco’s violations of any applicable provision of law. This shall include 

the right of the United States or the Plaintiff/Intervenors to invoke the authority of the 

148 
Court to order Sunoco’s compliance with this Consent Decree in a subsequent contempt 

action. The requirements of this Consent Decree do not exempt Sunoco from 

complying with any and all new or modified federal, state, and/or local statutory or 

regulatory requirements that may require technology, equipment, monitoring, or other 

upgrades after the Date of Lodging of this Consent Decree. 

234. Post-Permit Violations. Nothing in this Consent Decree shall be 

construed to prevent or limit the right of the United States or the Plaintiff/Intervenors to 

seek injunctive or monetary relief for violations of limits that have been incorporated 

into permits pursuant to this Consent Decree; provided, however, that with respect to 

monetary relief, the United States and the Plaintiff/Intervenors must elect between filing 

a new action for such monetary relief or seeking stipulated penalties under this Consent 

Decree, if stipulated penalties also are available for the alleged violation(s). 

235. Failure of Compliance. The United States and the Plaintiff/Intervenors 

do not, by their consent to the entry of the Consent Decree, warrant or aver in any 

manner that Sunoco’s complete compliance with the Consent Decree will result in 

compliance with the provisions of the CAA or the state statutes and regulations 

identified in Paragraph 9. Notwithstanding the review or approval by EPA or the 

Plaintiff/Intervenors of any plans, reports, policies or procedures formulated pursuant to 

the Consent Decree, Sunoco shall remain solely responsible for compliance with the 

terms of the Consent Decree (except as provided in Section XIV (“Force Majeure”) and 

Paragraph 101), with all applicable permits, and with all applicable federal, state, and 

local laws and regulations. 

149 
236. Service of Process. Sunoco hereby agrees to accept service of process by 

mail with respect to all matters arising under or relating to the Consent Decree and to 

waive the formal service requirements set forth in Rule 4 of the Federal Rules of Civil 

Procedure and any applicable local rules of this Court, including but not limited to, 

service of a summons. The persons identified by Sunoco at Paragraph 240 (“Notice”) 

are authorized to accept service of process with respect to all matters arising under or 

relating to the Consent Decree. 

237. Costs. Each Party to this action shall bear its own costs and attorneys’ 

fees. 

238. Public Documents. All information and documents submitted by Sunoco 

to EPA and the Appropriate Plaintiff/Intervenors pursuant to this Consent Decree shall 

be subject to public inspection in accordance with the respective statutes and regulations 

that are applicable to EPA and the Plaintiff/Intervenors, unless subject to legal 

privileges or protection or identified and supported as trade secrets or business 

confidential in accordance with the respective state or federal statutes or regulations. 

239. Public Notice and Comment. The Parties agree to the Consent Decree 

and agree that the Consent Decree may be entered upon compliance with the public 

notice procedures set forth at 28 C.F.R. § 50.7, and upon notice to this Court fromthe 

United States Department of Justice requesting entry of the Consent Decree. The 

United States reserves the right to withdraw or withhold its consent to the Consent 

Decree if public comments disclose facts or considerations indicating that the Consent 

Decree is inappropriate, improper, or inadequate. 

150 
240. Notice. Unless otherwise provided herein, notifications to or 

communications between the Parties shall be deemed submitted on the date they are 

postmarked and sent by U.S. Mail, postage prepaid, except for notices under Section 

XIV (“Force Majeure”) and Section XV (“Retention of Jurisdiction/Dispute 

Resolution”) which shall be sent by overnight mail or by certified or registered mail, 

return receipt requested. Each report, study, notification, or other communication of 

Sunoco shall be submitted as specified in this Consent Decree, with copies to EPA 

Headquarters and the applicable EPA Region and the applicable Plaintiff/Intervenor. If 

the date for submission of a report, study, notification, or other communication falls on 

a Saturday, Sunday, or legal holiday, the report, study, notification, or other 

communication will be deemed timely if it is submitted the next business day. Except 

as otherwise provided herein, all reports, notifications, certifications, or other 

communications required or allowed under this Consent Decree to be submitted or 

delivered to the United States, EPA, the Plaintiff/Intervenors, and Sunoco shall be 

addressed as follows: 

As to the United States:

Chief 

Environmental Enforcement Section 

Environment and Natural Resources

Division 

U.S. Department of Justice 

P.O. Box 7611 

Ben Franklin Station 

Washington, DC 20044-7611 

Reference Case No. 90-5-2-1-1744/1 

As to EPA:

Director, Air Enforcement Division 

Office of Civil Enforcement

U.S. Environmental Protection Agency

Mail Code 22452-A

151 
1200 Pennsylvania 

Avenue, N.W. 

Washington, DC 20460-0001 

with a hard copy to 

Director, Air Enforcement Division 

Office of Civil Enforcement 

c/o Matrix Environmental & Geotechnical Services 

215 Ridgedale Avenue 

Florham Park, NJ 07932 

and an electronic copy to 

neichlin@matrixengineering.com 

Jackson.james@epa.gov 

foley.patrick@epa.gov 

EPA Regions: 

U.S. EPA Region III:

1650 Arch Street

Philadelphia, PA 19103 

U.S. EPA Region V: 

77 W. Jackson Blvd. 

Chicago, IL 60604 

U.S. EPA Region VI: 

1445 Ross Ave.

Dallas, TX 75202 

152 
Plaintiff/Intervenors: 

Pennsylvania Department of Environmental Protection 

Rachel Carson State Office Building 

400 Market Street 

Harrisburg, PA 17105 

Philadelphia Air Management Service 

321 University Avenue, 2nd Floor 

Philadelphia, PA 19104 

Oklahoma Department of Environmental Quality 

707 N. Robinson 

Oklahoma City, OK 73102 

Ohio Environmental Protection Agency 

122 S. Front Street 

Columbus, OH 43215 

153 
As to Sunoco: 

All communications to Sunoco shall be addressed to: 

General Counsel - Sunoco 

1735 Market Street 28th Floor 

Philadelphia, PA 19103 

Environmental Manager - Northeast Refining Complex

100 Green Street

P.O. Box 426 

Marcus Hook, PA 19061 

With a copy to each affected Refinery: 

Vice President Northeast Refining Complex for Marcus Hook and Philadelphia 

100 Green Street 

P.O. Box 426 

Marcus Hook, PA 19061 

Vice President Mid-Continent Refining Complex for Toledo and Tulsa 

Sunoco, Inc. (R&M) Toledo Refinery 

1819 Woodville Road 

Oregon, Ohio 43616 

Facility Manager - Marcus Hook Refinery

100 Green Street

P.O. Box 426 

Marcus Hook, PA 19061 

Facility Manager - Philadelphia Refinery

3144 Passyunk Avenue

Philadelphia, PA 19134 

Facility Manager - Toledo Refinery

1819 Woodville Road

Oregon, Ohio 43616 

Facility Manager - Tulsa Refinery

1700 South Union 

Tulsa, OK 74107 

154 
Any party may change either the notice recipient or the address for providing 

notices to it by serving all other parties with a notice setting forth such new notice 

recipient or address. In addition, the nature and frequency of reports required by the 

Consent Decree may be modified by mutual consent of the Parties. The consent of the 

United States to such modification must be in the form of a written notification from 

EPA, but need not be filed with the Court to be effective. 

241. Approvals. All EPA approvals or comments required under this Decree 

shall be in writing. All Plaintiff/Intervenor approvals shall be sent from the offices 

identified in Paragraph 240. 

242. Paperwork Reduction Act. The information required to be maintained 

or submitted pursuant to this Consent Decree is not subject to the Paperwork Reduction 

Act of 1980, 44 U.S.C. §§ 3501 et seq. 

243. Modification. This Consent Decree contains the entire agreement of the 

Parties and will not be modified by any prior oral or written agreement, representation, 

or understanding. Prior drafts of the Consent Decree will not be used in any action 

involving the interpretation or enforcement of the Consent Decree. Non-material 

modifications to this Consent Decree will be effective when signed by EPA and Sunoco. 

The United States will file non-material modifications with the Court on a periodic 

basis. For purposes of this paragraph, non-material modifications include, but are not 

limited to, modifications to the frequency of reporting obligations and modifications to 

schedules that do not extend the date for compliance with emissions limitations 

following the installation of control equipment, provided that such changes are agreed 

upon in writing between EPA and Sunoco. Material modifications to this Consent 

155 
Decree will be in writing, signed by EPA, the Appropriate Plaintiff/Intervenor, and 

Sunoco, and will be effective upon approval by the Court. Specific provisions in this 

Consent Decree that govern specific types of modifications shall be effective as set forth 

in the specific provision governing the modification. 

244. Effect of Shutdown. Permanent shutdown of a unit shall be deemed to 

satisfy all requirements applicable to that unit. Permanent shutdown of a Refinery shall 

be deemed to satisfy all requirements applicable to that Refinery. 

XVIII. TERMINATION 

245. This Consent Decree shall be subject to termination upon motion by the 

United States or Sunoco under the conditions identified in Paragraph 247, below. 

Sunoco may seek termination of this Consent Decree for any one of the Refineries upon 

either (A) completion and satisfaction at the relevant Refinery(ies) of all of the 

following requirements of this Paragraph 245.a-e, below, or (B) anytime after the 

permanent shutdown of, and relinquishment of all operating permits for, such Refinery. 

a. installation of control technology systems as specified in this Consent 

Decree; 

b. compliance with all provisions contained in this Consent Decree, which 

compliance may be established for specific parts of the Consent Decree in accordance 

with Paragraph 246, below; 

c. payment of all penalties and other monetary obligations due under the 

terms of the Consent Decree; no penalties or other monetary obligations due hereunder 

can be outstanding or owed to the United States or the Plaintiff/Intervenors; 

d. application for and receipt of permits incorporating the surviving emission 

limits and standards established under Section V; and 

156 
e. operation for at least one (1) year of each unit in compliance with the 

emission limits established herein, and certification of such compliance for each unit 

within the first progress report following the conclusion of the compliance period. 

246. Certification of Completion. 

a. Prior to moving for termination, Sunoco may certify completion for each 

Sunoco Refinery of one or more of the following parts of the Consent Decree, provided 

that all of the related requirements for that Refinery have been satisfied: 

i. Sections V.A through V.E - Fluid Catalytic Cracking Unit (including 

operation of the unit for one year after completion in compliance with the 

emission limits set pursuant to the Consent Decree); 

ii. Sections V.F through V.G - Heaters and Boilers (including operation of 

the relevant units for one year after completion in compliance with the 

emission limit set pursuant to the Consent Decree); 

b. Within 90 days after Sunoco concludes that any of the parts of the Consent 

Decree identified in Paragraph 246.a have been completed for any one of the Sunoco 

Refineries, Sunoco may submit a written report to EPA and the Appropriate 

Plaintiff/Intervenor describing the activities undertaken and certifying that the applicable 

Sections have been completed in full satisfaction of the requirements of this Consent 

Decree, and that Sunoco is in substantial and material compliance with all of the other 

requirements of the Consent Decree. The report shall contain the following statement, 

signed by a responsible corporate official of Sunoco: 

To the best of my knowledge, after appropriate 

investigation, I certify that the information contained 

in or accompanying this submission is true, accurate 

and complete. I am aware that there are penalties for 

157 
submitting false information, including the 

possibility of fine and imprisonment for knowing 

violations. 

c. Upon receipt of Sunoco's certification, EPA, after reasonable opportunity 

for review and comment by the Plaintiff/Intervenors, shall notify Sunoco whether the 

requirements set forth in the applicable Paragraphs have been completed in accordance 

with this Consent Decree. The parties recognize that ongoing obligations under such 

Paragraphs remain and necessarily continue (e.g., reporting, record keeping, training, 

auditing requirements), and that Sunoco's certification is that it is in current compliance 

with all such obligations. 

i. If EPA concludes that the requirements have not been fully complied with, 

EPA shall notify Sunoco as to the activities that must be undertaken to 

complete the applicable Paragraphs of the Consent Decree. Sunoco shall 

perform all activities described in the notice, subject to its right to invoke 

the dispute resolution procedures set forth in Section XV (“Retention of 

Jurisdiction/Dispute Resolution”). 

ii. If EPA concludes that the requirements of the applicable Paragraphs have 

been completed in accordance with this Consent Decree, EPA will so 

certify in writing to Sunoco. This certification shall constitute the 

certification of completion of the applicable Paragraphs for purposes of 

this Consent Decree. 

d. Nothing in this Paragraph 246 shall preclude the United States or the 

Plaintiff/Intervenors from seeking stipulated penalties for a violation of any of the 

requirements of the Consent Decree regardless of whether a Certification of Completion 

has been issued under this Paragraph 246 of the Consent Decree. In addition, nothing in 

158 
this Paragraph 246 shall permit Sunoco to fail to implement any ongoing obligations 

under the Consent Decree regardless of whether a Certification of Completion has been 

issued with respect to this Paragraph 246 of the Consent Decree. 

247. At such time as Sunoco believes that it has satisfied the requirements for 

termination set forth in Paragraph 245, Sunoco shall certify such compliance and 

completion to the United States and the Plaintiff/Intervenors in writing. Unless, within 

120 days of receipt of Sunoco’s certification under this Paragraph 247, either the United 

States or any Plaintiff/Intervenor objects in writing with specific reasons, the Court may 

upon motion by Sunoco order that this Consent Decree be terminated. If either the 

United States or any Plaintiff/Intervenor objects to the certification by Sunoco then the 

matter shall be submitted to the Court for resolution under Section XV (“Retention of 

Jurisdiction/Dispute Resolution”) of this Consent Decree. In such case, Sunoco shall 

bear the burden of proving that this Consent Decree should be terminated. 

159 
XIX. SIGNATORIES 

248. Each of the undersigned representatives certify that they are fully 

authorized to enter into the Consent Decree on behalf of such Parties, and to execute and 

to bind such Parties to the Consent Decree. 

Dated and entered this day of ,200 . 

UNITED STATES DISTRICT JUDGE 

WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc., subject to the public notice and comment requirements of 

28 C.F.R. § 50.7. 

FOR PLAINTIFF THE UNITED STATES 

OF AMERICA: 

Date: ~/0~ [05 

KELLL. JOHNSO IN 

Acting Assistant Attorney General 

Environment and Natron! Resources 

Division 

United States Department of Justice 

MICHAEL J. McNULTY 

Trial Attomey 

Environmental Enforcement Section 

Environment and Natural Resources 

Division 

United States Department of Justice 

P.O. Box 76i 1 

Ben Franklin Station 

Washington, DC 20044-7611 

160 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

at. v, Sunoco U.S.A. Inc., subject to the public notice and comment requirements of 

28 C,F,R. § 50.7. 

Date: ~ / /e&,,~ 

Date: 

Date: 

/ /


FOR PLAINTIFF THE UNITED STATES 

OF AMERICA: 

PATRICK L. MEEHAN 

United States Attorney 

Eastern District of Pennsylvania 

615 Chestnut Street Suite 1250 

Philad, ~hia, PA 19106 

Assi: it ’ted Star orney 

Chic ~ivisio~[t°mey 

Eastern District of Pennsylvania 

615 Chestnut Street Suite 1250 

Philadelphia, PA 19106 

Assistant United States Attorney 

Deputy Chief, Civil Division 

Eastern District of Pennsylvania 

615 Chestnut Street Suite 1250 

Philadelphia, PA 19106 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc., subject to the public notice and comment requirements of 

28 C.F.R. § 50.7. 

FOR PLAINTIFF THE UNITED STATES 

ENVIRONMENTAL PROTECTION 

AGENCY: 

Date: 

THOMAS V. SKINNER 

Acting Assistant Administrator for 

Enforcement and Compliance Assurance 

United States Environmental Protection 

Agency 

Washington, D.C. 20460 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc. 

FOR PLAINTIFF/INTERVENOR 

THE COMMONWEALTH OF 

PENNS YLVANIA: 

Date: 

JOSEPH A. FEOLA 

Regional Director 

Southeast Regional Office 

Commonwealth of Pennsylvania 

Department of Environmental Protection 

2 East Main Street 

Norristown, PA 19401-4915 

Date: 

DOUGLAffG . WHITE 

Assistant Counsel 

Southeast Regional Office 

Commonwealth of Pennsylvania 

Department of Environmental Protection 

2 East Main Street 

Norristown, PA 19401 

ATTORNEY FOR 

PLAINTIFF/INTERVENOR 

COMMONWEALTH OF 

PENNSYLVANIA 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc. 

FOR PLAINTIFF/INTERVENOR 

CITY OF PHILADELPHIA: 

ROMULO L. DIAZ, Jr. 

Acting City Solicitor 

Date: 

PATRICK K. O’NEILL 

Divisional Deputy City Solicitor, 

Environmental Law 

City of Philadelphia Law Dept. 

One Parkway Bldg. 16th Floor 

1515 Arch Street 

Philadelphia, PA 19102 

ATTORNEY FOR 

PLAINTIFF/INTERVENOR CITY OF 

PHILADELPHIA 

JOHN DOMZALSKI 

Commissioner of Public Health 

By: 

Date: ~/g/af 

MORRIS FINE 

Director 

Philadelphia Air Management Services 

321 University Avenue, Second Floor 

Philadelphia, PA 19104 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc. 

FOR PLAINTIFF/INTERVENOR 

THE STATE OF OKLAHOMA: 

STEVEN A. THOMPSON 

Executive Director 

Oklahoma Department of Environmental 

Quality 

707 North Robinson 

P.O. Box 1677 

Oklahoma City, Oklahoma 73101-1677 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et 

al. v. Sunoco U.S.A. Inc. 

FOR PLAINTIFF/INTERVENOR 

THE STATE OF OHIO: 

JAMES PETRO 

Attorney General of Ohio 

Assistant Attorney General 

Environmental Enforcement Section 

30 East Broad Street, 25th Floor 

Columbus, Ohio 43215-3400 

ATTORNEY FOR 

P LA1NTIFF/INTERVENOR 

STATE OF OHIO 
WE HEREBY CONSENT to the entry of the Consent Decree in United States et al. v. Sunoco 

U.S.A. Inc. 

Date: 

Date: 

FOR DEFENDANT SUNOCO, INC.:


JC ~L H. MANESS ~ 

Senior Vice-President 

Sunoco, Inc. 

1801 Market Street 

Philadelphia, PA 19103 

THOMAS S. STAMMEL 

Senior Counsel 

Sunoco Inc. (R&M) 

100 Green Street 

P.O. Box 426 

Marcus Hook, PA 19103 

ATTORNEY FOR SUNOCO, INC. 
APPENDIX


A 
APPENDIX A 

Milestones for Marcus Hook SCR 

Request for Quotation (RFQ) issued to potential vendors 10/31/10 

Vendor selection 2/28/11 

Purchase Order placed for equipment 8/31/11 

Start of pre-shutdown construction 6/30/12 

A-1
APPENDIX


B 
APPENDIX B

List of Heaters and Boilers Greater than 40 mmBTU Per Hour 
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E 
APPENDIX 

C 
APPENDIX C 

Predictive Emissions Monitoring Systems for Heaters and Boilers

with Capacities Between 150 and 100 mmBTU/HR 

A Predictive Emissions Monitoring Systems (“PEMS”) is a mathematical model that 

predictsthe gas concentration of NOx in the stack based on a set of operating data. Consistent 

with the CEMS data frequency requirements of 40 C.F.R. Part 60, the PEMS shall calculate a 

pound per million BTU value at least once every 15 minutes, and all of the data produced in a 

calendar hour shall be averaged to produce a calendar hourly average value in pounds per million 

BTU. 

The types of information needed for a PEMS are described below. The list of 

instruments and data sources shown below represent an ideal case. However at a minimum, each 

PEMS shall include continuous monitoring for at least items 3-5 below. If Sunoco decides to use 

a PEMS, Sunoco will identify and use existing instruments and refinery data sources to provide 

sufficient data for the development and implementation of the PEMS. 

Instrumentation: 

1. Absolute Humidity reading (one instrument per refinery, if available) 

2. Fuel Density, Composition and/or specific gravity - On line readings (it may be 

possible if the fuel gas does not vary widely, that a grab sample and analysis may 

be substituted) 

3. Fuel flow rate 

4. Firebox temperature 

5. Percent excess oxygen 

6. Airflow to the firebox (if known or possibly estimated) 

C-1 
7. Process variable data - steam flow rate, temperature and pressure - process stream 

flow rate, temperature & pressure, etc. 

Computers & Software: 

Relevant data will be collected and stored electronically, using computers and software. 

The hardware and software specifications will be specified in the source-specific PEMS. 

Calibration andSetup: 

1. Data will be collected for a period of 7 to 10 days of all the data that is to be used 

to construct the mathematical model. The data will be collected over an operating 

range that represents 80% to 100% of the normal operating range of the 

heater/boiler; 

2. A "Validation" analysis shall be conducted to make sure the system is collecting 

data properly; 

3. Stack Testing to develop the actual emissions data for comparison to the collected 

parameter data; and 

4. Development of the mathematical models and installation of the model into the 

computer. 

The elements of a monitoring protocol for a PEMS shall include: 

1. Applicability 

a. Identify source name, location, and emission unit number(s); 

b. Provide expected dates of monitor compliance demonstration testing. 

C-2 
2. Source Description 

a. Provide a simplified block flow diagram with parameter monitoring points and 

emission sampling points identified (e.g., sampling ports in the stack); 

b. Provide a discussion of process or equipment operations that are known to 

significantly affect emissions or monitoring procedures (e.g., batch operations, 

plant schedules, product changes). 

3. Control Equipment Description 

a. Provide a simplified block flow diagram with parameter monitoring points and 

emission sampling points identified (e.g., sampling ports in the stack); 

b. List monitored operating parameters and normal operating ranges; 

c. Provide a discussion of operating procedures that are known to significantly affect 

emissions (e.g., catalytic bed replacement schedules). 

4. Monitoring System Design 

a. Install, calibrate, operate, and maintain a continuous PEMS; 

b. Provide a general description of the software and hardware components of the 

PEMS, including manufacturer, type of computer, name(s) of software product(s), 

monitoring technique (e.g., method of emission correlation). Manufacturer 

literature and other similar information shall also be submitted, as appropriate; 

c. List all elements used in the PEMS to be measured (e.g., pollutant(s), other 

exhaust constituent(s) such as O2 for correction purposes, process parameter(s), 

and/or emission control device parameter(s)); 

d. List all measurement or sampling locations (e.g., vent or stack location, process 

parameter measurement location, fuel sampling location, work stations); 

C-3 
e. Provide a simplified block flow diagram of the monitoring system overlaying 

process or control device diagram (could be included in Source Description and 

Control Equipment Description); 

f. Provide a description of sensors and analytical devices (e.g., thermocouple for 

temperature, pressure diaphragm for flow rate); 

g. Provide a description of the data acquisition and handling system operation 

including sample calculations (e.g., parameters to be recorded, frequency of 

measurement, data averaging time, reporting units, recording process); 

h. Provide checklists, data sheets, and report format as necessary for compliance 

determination (e.g., forms for record keeping). 

5. Support Testing and Data for Protocol Design 

a. Provide a description of field and/or laboratory testing conducted in developing 

the correlation (e.g., measurement interference check, parameter/emission 

correlation test plan, instrument range calibrations); 

b. Provide graphs showing the correlation, and supporting data (e.g., correlation test 

results, predicted versus measured plots, sensitivity plots, computer modeling 

development data). 

6. Initial Verification Test Procedures 

a. Perform an initial relative accuracy test (“RA test”) to verify the performance of 

the PEMS for the equipment’s operating range. The PEMS must meet the relative 

accuracy requirement of the applicable Performance Specification in 40 C.F.R. 

Part 60, Appendix B. The test shall utilize the test methods of 40 CFR Part 60, 

Appendix A; 

C-4 
b. Identify the most significant independently modifiable parameter affecting the 

emissions. Within the limits of safe unit operation, and typical of the anticipated 

range of operation, test the selected parameter for three RA test data sets at the 

low range, three at the normal operating range, and three at the high operating 

range of that parameter, for a total of nine RA test data sets. Each RA test data set 

should be between 21 and 60 minutes in duration; 

c. Maintain a log or sampling report for each required stack test listing the emission 

rate; 

d. Demonstrate the ability of the PEMS to detect excessive sensor failure modes that 

would adversely affect PEMS emission determination. These failure modes 

include gross sensor failure or sensor drift; 

e. Demonstrate the ability to detect sensor failures that would cause the PEMS 

emissions determination to drift significantly from the original PEMS value; 

f. The PEMS may use calculated sensor values based upon the mathematical 

relationships established with the other sensors used in the PEMS. Establish and 

demonstrate the number and combination of calculated sensor values which 

would cause PEMS emission determination to drift significantly from the original 

PEMS value. 

7. Quality Assurance Plan 

a. Provide a list of the input parameters to the PEMS (e.g., transducers, sensors, gas 

chromatograph, periodic laboratory analysis), and a description of the sensor 

validation procedure (e.g., manual or automatic check); 

C-5 
b. Provide a description of routine control checks to be performed during operating 

periods (e.g., preventive maintenance schedule, daily manual or automatic sensor 

drift determinations, periodic instrument calibrations); 

c. Provide minimum data availability requirements and procedures for supplying 

missing data (including specifications for equipment outages for QA/QC checks); 

d. List corrective action triggers (e.g., response time deterioration limit on pressure 

sensor, use of statistical process control (SPC) determinations of problems, sensor 

validation alarms); 

e. List trouble-shooting procedures and potential corrective actions; 

f. Provide an inventory of replacement and repair supplies for the sensors; 

g. Specify, for each input parameter to the PEMS, the drift criteria for excessive 

error (e.g., the drift limit of each input sensor that would cause the PEMS to 

exceed relative accuracy requirements); 

h. Conduct a quarterly electronic data accuracy assessment tests of the PEMS; 

i. Conduct semiannual RA tests of the PEMS. Annual RA tests may be conducted if 

the most recent RA test result is less than or equal to 7.5%. Identify the most 

significant independently modifiable parameter affecting the emissions. Within 

the limits of safe unit operation and typical of the anticipated range of operation, 

test the selected parameter for three RA test data pairs at the low range, three at 

the normal operating range, and three at the high operating range of that 

parameter for a total of nine RA test data sets. Each RA test data set should be 

between 21 and 60 minutes in duration. 

C-6 
8. PEMS Tuning 

a. Perform tuning of the PEMS provided that the fundamental mathematical 

relationships in the PEMS model are not changed. 

b. Perform tuning of the PEMS in case of sensor recalibration or sensor replacement 

provided that the fundamental mathematical relationships in the PEMS model are 

not changed. 

C-7 
APPENDIX


D 
APPENDIX D 

NSPS Subpart J Compliance Schedule for Heaters and Boilers 

Refinery/Unit Date 

PHILADELPHIA REFINERY 

137 Unit F-1 

 F-2 

 F-3 

12.31.10 

12.31.10 

12.31.10 

231 Unit B-101 12.31.10 

433 Unit H-1 12.31.10 

1332 Unit H-400 

 H-401 

 H-601 

 H-602 

 H-1 

 H-2 

 H-3 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

#3 Boiler House #37 Boiler 

 #38 Boiler 

 #39 Boiler 

 #40 Boiler 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

1232 Unit B-104 12.31.10 

210 Unit H-101 

 H-201 

 13H-1 

12.31.10 

12.31.10 

12.31.10 

864 Unit PH-1 

 PH-7 

 PH-11 

 PH-12 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

865 Unit 11H-1 

 11H-2 

12.31.10 

12.31.10 

866 Unit 12H-1 12.31.10 

860 Unit 2H-2 

 2H-3 

 2H-4 

 2H-5 

 2H-7 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

12.31.10 

D-1
TOLEDO REFINERY 

Plant 5 H-501 

 H-503 

 H-504 

 H-507 

 H-512 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

Plant 6-1 H-601A 

 H-601B 

 H-602 

12.31.09 

12.31.09 

12.31.09 

Plant 6-2 H-603 

 H-6104 

12.31.09 

12.31.09 

Plant 6-3 H-6301 

 H-6303 

 H-6305 

12.31.09 

12.31.09 

12.31.09 

Plant 9-1 H-9101 12.31.09 

Plant 9-2 H-9201 

 H-9202 

 H-9203 

 H-9251 

 H-9252A 

 H-9252B 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

Plant 9-3 H-9301 

 H-9302 

 H-9303 

 H-9304 

12.31.09 

12.31.09 

12.31.09 

12.31.09 

#10 Boiler H-1910 12.31.09 

D-2
APPENDIX 

E 
APPENDIX E 

Fuel Oil Combustion Phaseout Schedule for Heaters and Boilers 

REFI NERY/UNI T DATE 

MARCUS HOOK REFINERY 

15 Boiler House

 #5 Boiler 

Ethylene Complex 

 B Boiler 

 C Boiler 

12/31/05 

12/31/05 

12/31/05 

PHILADELPHIA REFINERY 

#3 Boiler House 

#37, #38, #39 and #40 Boilers 

137 Crude Unit

 F-1 

F-2 

 F-3 

12/31/10 

12/31/07 

Date of Entry

12/31/08 

TOLEDO REFINERY 

#10 Boiler 

H-1910 Date of Entry 

E-1
APPENDIX


F 
APPENDIX F 

List of Flaring Devices 

REFINERY Flare Identification 

Marcus Hook Refinery 12-3 

10-4 

Ethylene Complex 

Philadelphia Point Breeze North Yard LPG Flare 

South Yard North Flare 

South Yard South Flare 

867 Acid Gas Flare 

867 SWS Gas Flare 

Philadelphia Girard Point 1231/1232 Flares 

433 Flare 

Toledo Plant 4 Flare 

Plant 9 Flare 

Tulsa #2 Plat Flare(aka Alky flare) 

Coker Flare 

WPU Flare(aka FCCU flare) 

LEU/MEK Flare 

F-1
APPENDIX 

G 
APPENDIX G 

NSPS Subpart J Compliance Schedule for Flares 

Refinery/Unit Date 

MARCUS HOOK 

12-3 

10-4 

Ethylene Complex 

12.31.2008 

12.31.2008 

12.31.2010 

PHILADELPHI A 

PB North Yard LPG Flare 

PB South Yard North Flare 

PB South Yard South Flare 

PB 867 Acid Gas Flare 

PB 867 SWS Gas Flare 

GP 1231/1232 Flares 

GP 433 Flare 

Currently NSPS 

Date of Entry 

OOS 

Date of Entry 

Date of Entry 

12.31.2010 

12.31.2010 

TOLEDO 

Plant 4 Flare 

Plant 9 Flare 

12.31.2009 

12.31.2010 

TULSA 

Coker Flare 

WPU Flare(aka FCCU flare) 

LEU/M EK Flare 

Date of Entry 

Date of Entry 

Currently NSPS 

G-1
APPENDIX


H 
APPENDIX H 

Alternate Monitoring Protocol (AMP) for Flares 

Following are the seven items required for Alternative Monitoring Protocols for Flares 

(as referenced from EPA’s RFG Guidance): 

1. A description of the gas stream or system including submission of a portion of the 

appropriate piping diagrams not including sample station vents indicating: 

a. the boundaries of the gas stream or system, (i.e., from where to where) 

b. the affected fuel gas combustion device(s), (i.e., which flare) 

c. the location of the proposed sampling point for the alternative monitoring 

(at least one time sampling is required) 

2. A statement that there are no crossover or entry points where sour gas (gases with 

high H2S concentration) can be introduced into the gas stream or system not 

including sample station vents 

3. An explanation of the conditions that ensure low emission rates 

a. low concentrations of sulfur compounds including H2S (i.e., control 

equipment or product specifications) at all times or 

b. very low non-continuous volumetric flow rates (i.e., sample stations vent 

streams) 

4. The supporting test results from sampling the requested gas stream or system 

using appropriate H2S monitoring (i.e., detector tube monitoring following the 

Gas Processor Association's: Test for Hydrogen Sulfide and Carbon Dioxide in 

Natural Gas Using Length of Stain Tubes, 1986 Revision), at minimum: 

a. for frequently operated gas streams or systems, two weeks of daily 

monitoring (fourteen samples); 

b. for infrequently operated gas streams or systems including sample station 

vents, seven samples shall be analyzed unless other additional information 

would support reduced sampling 

5. A description of how the two weeks (or seven samples for infrequently operated 

gas streams or systems including sample station vents) of monitoring results 

compares to the typical range of H2S concentration expected for the gas stream or 

system going to the affected fuel gas combustion device (e.g., the results from two 

weeks of sampling with length of stain tube for a frequently operated loading rack 

included the entire range of products loaded, and therefore, should be 

representative of typical operating conditions affecting the H2S concentration in 

the gas stream going to the loading rack flare). 

H-1
6. Identification of a representative process parameter that can function as an 

indicator of stable and low H2S concentration for each gas stream or system not 

including sample station vents (e.g., review of gasoline sulfur content as an 

indicator of sulfur content in the vapors directed to a loading rack flare) 

7. A suggested process parameter limit for each gas stream or system not including 

sample station vents, the rationale for the parameter limit, and the schedule for the 

acquisition and review of the process parameter data; the refiner will collect the 

proposed process parameter data in conjunction with the testing of the gas 

stream's stable and low H2S concentration 

Monitoring frequency is linked to the data range and variability. The requester 

determines the average H2S concentration from the results of two weeks of daily analyses 

for frequently operated gas streams (or the analyses of seven samples for infrequently 

operated gas streams) and to determine the standard deviation of the analyses results. The 

sum of the average H2S concentration and three times the standard deviation determines 

the frequency of monitoring that the gas will require after the U.S. EPA approves an 

alternate monitoring plan and in each subsequent six-month period. The results from 

sampling in subsequent six-month periods will determine whether the owner or operator 

of the refinery may proceed to less frequent monitoring, must retain the frequency from 

the previous six-month period, or must sample more frequently in the subsequent sixmonth period. 

Gas streams that require only one time monitoring are: 

1. Certified commercial grade natural gas 

2. Certified commercial grade liquefied propane gas 

3. Certified commercial grade hydrogen 

4. Vapors from gasoline loading racks that load only gasoline that meet a product 

specification for sulfur content 

5. LPG Sample station vent streams. A single sample point representing the worst 

case stream is to be used to represent the “group” of LPG Sample station vent 

streams. One time monitoring only applies if the cumulative daily sample station 

estimated emissions are <100 lbs/d SO2. 

6. Gas Sample station vent streams. A single sample point representing the worst 

case stream is to be used to represent the “group” of Gas Sample station vent 

streams. One time monitoring only applies if the cumulative daily sample station 

estimated emissions are <100 lbs/d SO2. 

7. Streams that contain <20 ppm H2S. 

H-2
APPENDIX


1

APPENDIX I 

LOGIC DIAGRAM FOR PARAGRAPHS 56-58 

ALL ACID GAS FLARING/TAIL GAS INCIDENTS 

Was the Root Cause: 

- failure to follow written procedures? or 

- error resulting from careless operation by the personnel charged Yes Paragraph 152 applies unless 

with the responsibility for the SRPs, TGU, or Upstream Process Sunoco can establish a defense 

Units? or under the applicable provisions 

- equipment failure due to a failure by Sunoco to operate and of Paragraph 59. 

maintain that equipment in a manner consistent with good 

engineering practices? or 

No 

Did the Flaring incident: 

- result in emissions of SO2 at a rate greater than 20 lbs/hr Yes Paragraph 152 applies 

continuously for three consecutive hours or more and unless Sunoco can establish 

Sunoco did not follow the PMO Planand/or took no a defense under the 

action to limit the duration and/or quantity of SO2 applicable provisions of 

emissions associated with the flaring incident Paragraph 59. 

or 

-cause the total number of Flaring Incidents in a rolling 

12 month period to exceed five per Refinery? 

No Yes 

No STOP 

Is this the first time Is the Root Cause on 

for the Root Cause of the list of agreed upon 

this Flaring Incident? Malfunctions? No 

Paragraph 152 applies with caveats 

set forth in Paragraph 58.b, and 

Yes unless Sunoco can establish a 

defense under the applicable 

provisions of Paragraph 59. 

Was the Root Cause sudden, infrequent, and not 

reasonably preventable through the exercise of good No engineering practice? Implement Corrective Action 

pursuant to Paragraph 54. 

Yes 

Establish and update a list of agreed-upon Malfunctions STOP 

I-1