Exhibit 2.1 ------------------------------------------------------------------- ------------- FIFTH AMENDED AND RESTATED CREDIT AGREEMENT PLAINS RESOURCES INC.Credit Agreement • November 9th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
EXHIBIT 4(g) STOCK PURCHASE AGREEMENT Dated as of December 15, 1999 By and Among Plains Resources Inc.Stock Purchase Agreement • March 30th, 2000 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this "Agreement") by and between Plains Resources Inc., a Delaware corporation ("Company"), and James C. Flores ("Employee") is entered into as of...Employment Agreement • November 12th, 2002 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
TABLE OF CONTENTSStock Purchase Agreement • August 11th, 1998 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
ARTICLE 2 REGISTRATION RIGHTSRegistration Rights Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
First AmendmentCredit Agreement • August 12th, 2002 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
OFLimited Liability Company Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
EXHIBIT 10.L FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 4th, 1996 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
EXHIBIT 12(d)(1) STOCK PURCHASE AGREEMENT Dated as of July 30, 1998Stock Purchase Agreement • November 30th, 2000 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
ARTICLE 2 REGISTRATION RIGHTSRegistration Rights Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
ix) on a monthly basis, a certificate signed by the Borrower's chief financial officer, chief accounting officer or chief operating officer certifying that as of a date which shall be not more than one week prior to the date of the certificate the...Plains Resources Inc • February 11th, 1997 • Wholesale-petroleum & petroleum products (no bulk stations)
EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement ("AGREEMENT") is entered into effective as of May 8, 2001 (the "EFFECTIVE DATE") by and between Plains Resources Inc., a Delaware corporation ("COMPANY"), and James C. Flores ("EMPLOYEE")....Employment Agreement • May 15th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
BY AND AMONGSeparation Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
EXHIBIT 10(t) Dated as of August 29, 1997 Plains Marketing & Transportation Inc. 1600 Smith Street Houston, TX 77002 Re: Amendment No. 6 to Uncommitted Secured Demand Transactional Line of Credit Facility --------------------------------------------...Plains Resources Inc • November 13th, 1997 • Wholesale-petroleum & petroleum products (no bulk stations)
EXHIBIT 4.2 STOCK OPTION AGREEMENT ---------------------- THIS AGREEMENT, made as of ______ __, 2000 (the "Grant Date") between Plains Resources Inc., a Delaware corporation (the "Company"), and _____________ (the "Optionee") for the option to...Stock Option Agreement • September 11th, 2000 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
THIS SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of the 12th day of June, 2000, by and among PLAINS --------- RESOURCES INC., a Delaware corporation (the "Company"), FIRST UNION NATIONAL ------- BANK...Credit Agreement • January 18th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
1 EXHIBIT 10(m) STOCK OPTION AGREEMENT THIS AGREEMENT, made as of August 27, 1996, between Plains Resources Inc., a Delaware corporation (the "Company"), and William C. Egg, Jr. (the "Optionee"). WHEREAS, on May 23, 1996, the Board of Directors (the...Stock Option Agreement • February 11th, 1997 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
THIS EIGHTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of the 30th day of May, 2001, by and among PLAINS --------- RESOURCES INC., a Delaware corporation (the "Company"), FIRST UNION NATIONAL ------- BANK...Credit Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 16th, 1999 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
andCredit Agreement • August 14th, 1998 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
ARTICLE 2 REGISTRATION RIGHTSRegistration Rights Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) ----------------------------Exhibit 99 • July 20th, 2004 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
June 8, 2001Limited Partnership Agreement • August 14th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
EXHIBIT 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this "Agreement") by and between Plains Resources Inc., a Delaware corporation ("Company"), and John T. Raymond ("Employee") is entered into as of...Employment Agreement • November 12th, 2002 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
W I T N E S S E T H: - - - - - - - - - -Stock Purchase Agreement • March 30th, 2000 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
CRUDE OIL MARKETING AGREEMENTMarketing Agreement • December 7th, 1998 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
EXHIBIT 10(u) Dated as of January 23, 1998 Plains Marketing & Transportation Inc. 1600 Smith Street Houston, TX 77002 Re: Amendment No. 8 to Uncommitted Secured Demand Transactional Line of Credit Facility --------------------------------------------...Plains Resources Inc • March 26th, 1998 • Wholesale-petroleum & petroleum products (no bulk stations)
EXHIBIT 10.6 PLAINS EXPLORATION AND PRODUCTION COMPANY, L.P. TRANSITION SERVICES AGREEMENT by and between PLAINS RESOURCES INC.Transition Services Agreement • August 12th, 2002 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Texas
EXHIBIT 10.1 SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of the 11th day of October, 2000, by and among PLAINS RESOURCES INC., a...Credit Agreement • January 18th, 2001 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
EXHIBIT 10(s) Dated as of August 7, 1997 PMCT Inc. 1600 Smith Street Houston, TX 77002 Re: Amendment No. 5 to Uncommitted Secured Demand Transactional Line of Credit Facility -------------------------------------------- Gentlemen: Reference is made to...Plains Resources Inc • November 13th, 1997 • Wholesale-petroleum & petroleum products (no bulk stations)
EXHIBIT 10(n) SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of the 15th day of March, 1999, by and among PLAINS RESOURCES INC., a...Credit Agreement • March 31st, 1999 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
EXHIBIT 10.34 PLAINS RESOURCES INC. INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT, made as of the _____ day of ______________, 200__ (the "Grant Date"), between Plains Resources Inc., a Delaware corporation (the "Company"), and _______(First Name)...Option Agreement • March 31st, 2003 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
AND JPMORGAN CHASE BANK, AS TRUSTEEPlains Resources Inc • August 12th, 2002 • Wholesale-petroleum & petroleum products (no bulk stations) • New York
EXHIBIT 10.33 PLAINS RESOURCES INC. 2001 STOCK INCENTIVE PLAN, AS AMENDED FORM RESTRICTED STOCK UNIT AGREEMENT This Restricted Stock Unit Agreement (the "AGREEMENT"), made as of the ___ day of _______________, 2003 (the "GRANT DATE") by and between...Restricted Stock Unit Agreement • March 31st, 2003 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
EXHIBIT 10(m) FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of the 17th day of November, 1998, by and among PLAINS RESOURCES INC., a...Credit Agreement • March 31st, 1999 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • New York
