AMENDMENT NO. 1 TO EXECUTIVE PURCHASE AND VESTING AGREEMENT
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AMENDMENT NO. 1
TO EXECUTIVE PURCHASE AND VESTING AGREEMENT
AMENDMENT NO. 1 to each of the Executive Purchase And Vesting Agreements (the "Vesting Agreements"), each dated as of March 3, 2004, executed by Coffeyville Group Holdings, LLC (the "Company") and each of Xxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxxx Xxxxxx, Xxxxxxxxx Xxxxxxx, Xxxxx Xxxx, Xxxxx Xxxx and Xxxxx Xxxxxx. Except as otherwise provided herein, capitalized terms shall have the meanings ascribed to such terms in the Agreement.
WHEREAS, the Company wishes to change the vesting schedule in connection with the Common Units granted to each of the Executives;
NOW, THEREFORE, the Company and each of the Executives hereby agree to amend each of the Vesting Agreements as follows:
1. Vesting Schedule. Each Section 2.1(a) of the Vesting Agreements shall be replaced in its entirety by the following:
No Executive Common Units granted to Executive hereunder shall be deemed Vested Securities (as defined below) as of the date hereof and all such Executive Common Units shall be deemed Unvested Securities (as defined below). Except as otherwise provided herein, the Unvested Securities shall vest and be held by the Executive in accordance with the following schedule:
| Vesting Date |
Percentage of Executive Common Units to be Vested on Vesting Date |
|
|---|---|---|
| November 10, 2004 (the "Effective Date") | 16.66% | |
| May 10, 2005 | 16.66% | |
| November 10, 2005 | 16.66% | |
| May 10, 2006 | 16.66% | |
| November 10, 2006 | 16.66% | |
| May 10, 2007 | 16.66% |
IN WITNESS WHEREOF, the undersigned has executed this Amendment as of the date first above written.
EXECUTIVES |
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/s/ Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx |
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/s/ Xxxxxxx Xxxxxx Xxxxxxx Xxxxxx |
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/s/ Xxxxxx Xxxxxx Xxxxxx Xxxxxx |
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Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx |
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/s/ Xxxxx Xxxx Xxxxx Xxxx |
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/s/ Xxxxx Xxxx Xxxxx Xxxx |
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/s/ Xxxxx Xxxxxx Xxxxx Xxxxxx |
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COFFEYVILLE GROUP HOLDINGS, LLC |
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By PEGASUS PARTNERS II, L.P., its Managing Member |
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By: |
/s/ Xxxx Griebetz |
|
| Name: | Xxxx Griebetz | |
| Title: | Vice President | |
AMENDMENT NO. 1 TO EXECUTIVE PURCHASE AND VESTING AGREEMENT
