WITNESSETH:Purchase Agreement • December 20th, 1996 • Quaker State Corp • Petroleum refining • Delaware
1 Exhibit 2 AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • April 21st, 1998 • Quaker State Corp • Petroleum refining • Delaware
SECTION I DEFINITIONS 1.1 Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Merger Agreement or the Amendment. SECTION IIEscrow Agreement • March 27th, 1997 • Quaker State Corp • Petroleum refining • Texas
WITNESSETH:Employment Agreement • May 12th, 1998 • Quaker State Corp • Petroleum refining • Delaware
1 EXHIBIT 25.1 ---------------------------------------------------------------- ---------------- -------------------------------------------------------------- ------------------ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549...Trust Indenture • October 6th, 1995 • Quaker State Corp • Petroleum refining
and Morgan Guaranty Trust Company of New York, as AgentCredit Agreement • October 6th, 1995 • Quaker State Corp • Petroleum refining • New York
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 1997 • Quaker State Corp • Petroleum refining
1 Exhibit 10(e) SPLIT DOLLAR AGREEMENT THIS AGREEMENT, made as of __________________, 19___ by and between QUAKER STATE CORPORATION, a Delaware corporation with offices in Oil City, Pennsylvania, ("Quaker State") and...Split Dollar Agreement • March 29th, 1996 • Quaker State Corp • Petroleum refining • Pennsylvania
BY AND AMONGStock Purchase Agreement • October 10th, 1996 • Quaker State Corp • Petroleum refining • New York
1 2 for purposes of determining his rights under this Agreement to have remained employed until the date such Change of Control occurs and to have been terminated by the Company Without Cause immediately after this Agreement becomes effective.Employment Continuation Agreement • March 29th, 1996 • Quaker State Corp • Petroleum refining • Delaware
1 EXHIBIT 10 EMPLOYMENT AGREEMENT THIS AGREEMENT, made and entered into as of June 28, 1996, by and between Quaker State Corporation (hereinafter called the "Corporation"), a Delaware corporation, and Sheldon Adelman, an individual currently residing...Employment Agreement • October 9th, 1996 • Quaker State Corp • Petroleum refining • Texas
1 Exhibit 10.1 FORM OF NON-EMPLOYEE DIRECTOR RESTRICTED SHARE AGREEMENT QUAKER STATE CORPORATION, a Delaware corporation (the "Corporation") and _________________ (the "Grantee"), a non-employee director of the Corporation, for good and valuable...Restricted Share Agreement • May 22nd, 1998 • Quaker State Corp • Petroleum refining • Delaware
1 Draft of October 10, 1995 QUAKER STATE CORPORATION __% Notes Due 2005 UNDERWRITING AGREEMENTUnderwriting Agreement • October 10th, 1995 • Quaker State Corp • Petroleum refining • New York
and Morgan Guaranty Trust Company of New York, as AgentCredit Agreement • November 13th, 1995 • Quaker State Corp • Petroleum refining • New York
and Morgan Guaranty Trust Company of New York, as Agent J.P. Morgan Securities Inc. as Arranger 2 TABLE OF CONTENTSCredit Agreement • November 13th, 1996 • Quaker State Corp • Petroleum refining • New York
SALE OFStock Purchase Agreement • November 17th, 1997 • Quaker State Corp • Petroleum refining • New York
and Morgan Guaranty Trust Company of New York, as Agent J.P. Morgan Securities Inc., Arranger Bank of America National Trust and Savings Association, NationsBank of Texas, N.A., Royal Bank of Canada and Texas Commerce Bank National Association, Co-AgentsCredit Agreement • August 12th, 1997 • Quaker State Corp • Petroleum refining • New York
1 EXHIBIT 2(b) AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT This Amendment No. 1 to Stock Purchase Agreement ("Amendment") is entered into on this 2nd day of October, 1996 by and among Quaker State Corporation (the "Buyer"), a Delaware corporation with...Stock Purchase Agreement • October 10th, 1996 • Quaker State Corp • Petroleum refining
andRights Agreement • October 20th, 1995 • Quaker State Corp • Petroleum refining • Delaware
TOIndenture • November 13th, 1996 • Quaker State Corp • Petroleum refining • New York
EXHIBIT 4(c) ================================================================== ============== CREDIT AGREEMENTCredit Agreement • November 13th, 1996 • Quaker State Corp • Petroleum refining • New York
Mr. Louis R. Cestello Mr. James S. Finch Assistant Vice President Vice President PNC Bank, National Association J. P. Morgan & Company, Inc. 2nd Floor, One PNC Plaza 60 Wall Street Fifth Avenue and Wood Street 22nd Floor Pittsburgh, PA 15265 New York,...Credit Agreement • November 13th, 1995 • Quaker State Corp • Petroleum refining
EXHIBIT 10(t)(i) FIRST AMENDMENT TO EMPLOYMENT CONTINUATION AGREEMENT This First Amendment ("First Amendment") to Employment Continuation Agreement dated February 6, 1998 ("Employment Agreement") is made and entered into effective as of February 12,...Employment Continuation Agreement • March 27th, 1998 • Quaker State Corp • Petroleum refining
