We sell wholesale motor fuel under a master fuel distribution agreement to 47 Circle K retail sites and lease real property on 73 retail sites to Circle K under a master lease agreement each having initial 10-year terms. The fuel distribution agreement provides us with a fixed wholesale mark-up per gallon. The master lease agreement is a triple net lease.

Revenues from wholesale fuel sales and real property rental income from Circle K were as follows (in thousands):

	For the Year Ended December 31,
	2018		2017		2016
Revenues from motor fuel sales to Circle K	$	162,974	$	136,649	$	118,745
Rental income from Circle K		16,791		17,021		17,188

Accounts receivable from Circle K for fuel amounted to $2.6 million and $3.9 million at December 31, 2018 and December 31, 2017, respectively.

CST Fuel Supply provides wholesale motor fuel distribution to the majority of CST’s legacy U.S. retail sites at cost plus a fixed markup per gallon. We owned a 17.5% total interest in CST Fuel Supply at December 31, 2018 and 2017. We account for the income derived from our equity interest of CST Fuel Supply as “Income from CST Fuel Supply equity interests” on our statement of income, which amounted to $14.9 million, $14.9 million and $16.0 million for 2018, 2017 and 2016, respectively. Accounts receivable from Circle K related to this income amounted to $1.0 million and $1.2 million at December 31, 2018 and December 31, 2017.

In connection with the Merger, the FTC approved a final order requiring the divestiture of certain CST retail fuel stations. As a result, in September 2017, 61 sites were sold to a third party and removed from the fuel distribution agreement between CST Marketing and Supply and CST Services. CST Marketing and Supply no longer supplies fuel to such sites. To compensate for the decrease in the amount of motor fuels sold by CST Marketing and Supply, Circle K agreed to purchase at least 114.9 million gallons annually (the “Annual Commitment”) in addition to the volumes continued to be sold under the fuel distribution agreement to retail fuel stations that remain with Circle K after the divestiture. In addition, should Circle-K fail to purchase all or a portion of the Annual Commitment, Circle K has agreed to make monthly payments to CST Marketing and Supply in the amount of the seller’s margin of $0.05 per gallon under the fuel distribution agreement multiplied by the number of gallons not physically sold pursuant to the Annual Commitment. Consequently, the Partnership, by virtue of its 17.5% ownership interest in CST Fuel Supply, the 100% owner of CST Marketing and Supply, will continue to receive its share from the volumes sold to the 61 retail sites prior to the FTC mandated divestiture. This agreement continues until the fuel distribution agreement between CST Marketing and Supply and CST Services is terminated, which had an initial term of 10 years expiring in December 2024.

In July 2016, CST provided a refund payment to us related to our 17.5% interest in CST Fuel Supply resulting from the sale by CST of 79 retail sites in California and Wyoming to 7-Eleven, Inc. and its wholly-owned subsidiary, SEI Fuel Services, Inc., to which CST Fuel Supply no longer supplies motor fuel. The purpose of the refund payment was to make us whole for the decrease in the value of our interest in CST Fuel Supply arising from sales volume decreases. The total refund payment received by us, as approved by the independent conflicts committee of the Board, was approximately $18.2 million ($17.5 million in cash with the remainder in our common units owned by CST) and was accounted for as a contribution to equity.

We purchase the fuel supplied to 21 retail sites from CST Fuel Supply, in which we own a 17.5% interest, and resell the wholesale motor fuel to independent dealers and sub-wholesalers. We purchased $18.1 million, $23.8 million and $20.4 million of motor fuel from CST Fuel Supply for 2018, 2017 and 2016, respectively, in connection with these retail sites.

We also purchase the fuel supplied to 99 retail sites acquired in the Jet-Pep Assets acquisition from Circle K at a terminal owned and operated by Circle K. We purchased $124.2 million and $11.3 million of motor fuel from Circle K in 2018 and 2017, respectively.

Circle K acquired Holiday Stationstores, Inc. (Holiday) on December 22, 2017. Prior to that acquisition, we were a franchisee of Holiday (Franchised Holiday Stores), purchased fuel from Holiday and paid a franchise fee to Holiday. As a result of Circle K’s acquisition, we purchase fuel from Circle K to supply our Franchised Holiday Stores. These purchases amounted to $49.9 million and $1.9 million for 2018 and 2017, respectively. We also pay a franchise fee to Circle K, which amounted to $1.0 million for 2018 and was insignificant for 2017.

In March and May 2018, we purchased the leasehold interest in three retail sites from Circle K for $0.5 million. We purchase the fuel supplied to these retail sites from Circle K, which amounted to $2.2 million for 2018.

Effective February 1, 2018, Couche-Tard began renegotiating fuel carrier agreements, including our wholesale transportation agreements, with third party carriers. On May 4, 2018, the independent conflicts committee of our Board approved an amendment to the Amended Omnibus Agreement providing for the payment by us to an affiliate of Couche-Tard of a 2.57% commission based on the payments made by us on the renegotiated wholesale transportation contracts to compensate such affiliate of Couche-Tard for its services in connection with the renegotiations of our fuel carrier agreements with third party carriers, which resulted in overall reductions in transportation costs to us. This commission amounted to $0.5 million for 2018.

Amounts payable to Circle K related to these fuel purchases and freight commissions totaled $4.3 million and $7.0 million at December 31, 2018 and 2017, respectively.

We incurred costs and expenses under the Amended Omnibus Agreement of $11.8 million, $13.9 million and $15.9 million for 2018, 2017 and 2016, respectively, including incentive compensation costs and non-cash stock-based compensation expense, which are recorded as a component of operating expenses and general and administrative expenses in the statement of income.

In addition, the Partnership recognized charges for severance, benefit and retention costs allocated by Circle K in relation to the Merger of $0.8 million and $7.1 million for 2018 and 2017, respectively. Such costs are included in general and administrative expenses in the statements of income.

Amounts payable to Circle K related to expenses incurred by Circle K on our behalf in accordance with the Amended Omnibus Agreement, including the separation benefits discussed above, totaled $20.2 million and $18.3 million at December 31, 2018 and 2017, respectively.

Common Units Issued to Circle K as Consideration for Amounts due Under the Amended Omnibus Agreement

As approved by the independent conflicts committee of the Board, the Partnership and Circle K mutually agreed to settle, from time to time, some or all of the amounts due under the terms of the Amended Omnibus Agreement in newly issued common units representing limited partner interests in the Partnership. We issued the following common units to Circle K as consideration for amounts due under the terms of the Amended Omnibus Agreement:

Year	Number of Common Units Issued
2016		440,266
2017		550,516
2018		292,118

All charges allocated to us by Circle K under the Amended Omnibus Agreement since the first quarter of 2018 have been paid by us in cash.

We distributed $1.6 million, $4.3 million and $3.4 million to Circle K related to its ownership of our IDRs and $16.2 million, $17.0 million and $15.5 million related to its ownership of our common units during 2018, 2017 and 2016, respectively.

As discussed in Note 5, we sold two properties during 2017 as a result of the FTC’s requirements associated with Couche-Tard’s acquisition of CST. Circle K agreed to reimburse us for the tax liability incurred on the required sale, resulting in additional proceeds of $0.3 million, which was accounted for as a contribution to partners’ capital.

Also as discussed in Note 5, we sold nine properties during 2018 as a result of the FTC’s requirements associated with Couche-Tard’s acquisition of Holiday. Since this was a forced divestiture of assets for us, Circle K compensated us with an amount representing the difference between the value of the nine Upper Midwest Sites and the proceeds of the sale to FTC approved third-party buyers, which amounted to $6.3 million. Circle K’s payment to us was received during the fourth quarter of 2018.

Revenues from motor fuel sales and rental income from DMS and its affiliates were as follows (in thousands):

	For the Year Ended December 31,
	2018		2017		2016
Revenues from motor fuel sales to DMS and its affiliates	$	241,151	$	241,895	$	254,292
Rental income from DMS and its affiliates		12,569		18,753		21,208

Accounts receivable from DMS and its affiliates totaled $5.6 million and $9.3 million at December 31, 2018 and December 31, 2017, respectively.

During the second quarter of 2018, in connection with the transition of 43 sites in Florida from DMS to a third party multi-site operator of retail motor fuel stations, we accrued a $3.8 million contract termination payment, which was paid to DMS during the third quarter of 2018. This payment was approved by the independent conflicts committee of our Board. Additionally, we recorded a $2.4 million charge primarily to write off deferred rent income related to our recapture of these sites from the master lease agreement with DMS. These charges are included in loss on dispositions and lease terminations, net in the statement of income. See Note 2 for additional information on the agreements entered into with the third party multi-site operator.

Revenue from rental income from Topstar Enterprises, an entity affiliated with a member of the Board, was $0.3 million, $0.5 million and $0.5 million for 2018, 2017 and 2016, respectively.

CrossAmerica leases real estate from certain other entities affiliated with Joseph V. Topper, Jr., a member of the Board. Rent expense paid to these entities was $1.0 million for 2018 and $0.9 million for 2017 and 2016.

As discussed in Note 5, DMS renewed its contract with one of its customers, triggering a $0.8 million earn-out payment by DMS to us in 2017 under a contract entered into with DMS at the time of CST acquiring our General Partner in October 2014.

Also as discussed in Note 5, we sold 29 properties to DMR during 2017 for $18.9 million, resulting in a gain of $0.8 million.

Certain maintenance and environmental monitoring and remediation activities are performed by an entity affiliated with Joseph V. Topper, Jr., a member of the Board, as approved by the independent conflicts committee of the Board. We incurred charges with this related party of $1.8 million, $1.5 million and $1.6 million for 2018, 2017 and 2016, respectively. Accounts payable to this related party amounted to $0.4 million and $0.2 million at December 31, 2018 and 2017, respectively.

Our principal executive offices are in Allentown, Pennsylvania. We sublease office space from Circle K that Circle K leases from an affiliate of John B. Reilly, III and Joseph V. Topper, Jr., members of our Board. The management fee charged by Circle K to us under the Amended Omnibus Agreement incorporates this rental expense, which amounted to $0.7 million, $0.7 million and $0.6 million for 2018, 2017 and 2016, respectively.

We have engaged a company affiliated with a member of the Board for public relations and website consulting services. The cost of these services amounted to $0.1 million for 2018, 2017 and 2016.