Common use of Termination for Change of Control Clause in Contracts

Termination for Change of Control. (i) At Bxxxx’x option, Bxxxx may terminate his employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (A) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (B) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (C) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19, 2007 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Xxxxxx’x option, Bxxxx Xxxxxx may terminate his employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19December 9, 2007 2004 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Xxxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Axxxxx’x option, Bxxxx Axxxxx may terminate his employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19December 9, 2007 2004 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Axxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Cxxxxxxx’x option, Bxxxx Crockett may terminate his her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19June 1, 2007 2005 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Crockett shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Planany long-term incentive plan.

Termination for Change of Control. (i) At Bxxxx’x Sxxxxx’x option, Bxxxx Sxxxxx may terminate his employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19December 9, 2007 2004 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Sxxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Sharp’s option, Bxxxx Sharp may terminate his her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19January 8, 2007 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Sharp shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him her in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Dxxxxxxx’x option, Bxxxx Dxxxxxxx may terminate his her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19January 3, 2007 2006 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Dxxxxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him her in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Xxxxx’x option, Bxxxx Xxxxx may terminate his employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (A) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (B) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (C) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19, 2007 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Xxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Plan.

Termination for Change of Control. (i) At Bxxxx’x Xxxxxxxx’x option, Bxxxx Crockett may terminate his her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19June 1, 2007 2005 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Crockett shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him in the Company’s Equity Planany long-term incentive plan.

Termination for Change of Control. (i) At Bxxxx’x Xxxxxxxx’x option, Bxxxx Xxxxxxxx may terminate his her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (Ai) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (Bii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (Ciii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on March 19January 3, 2007 2006 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Bxxxx Xxxxxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted him her in the Company’s Equity Plan.