1 EXHIBIT 10.20.1 STOCK PURCHASE AGREEMENT DATED AS OF OCTOBER 12, 2000 BY AND BETWEENStock Purchase Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
RECITALSAgreement and Plan of Merger • December 22nd, 2000 • Probex Corp • Blank checks
INTRODUCTIONPledge Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
1 EXHIBIT 10.20.2 REGISTRATION RIGHTS AGREEMENT DATED AS OF OCTOBER 12, 2000 BY AND BETWEENRegistration Rights Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
WITNESSETH:Guaranty Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
INTRODUCTIONSecurity Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
1 EXHIBIT 10.22.6 INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT dated as of November 29, 2000Intercreditor and Collateral Agency Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
2 INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Connecticut
CLASS "Z" WARRANT TO PURCHASE SHARES OF COMMON STOCK OF PROBEX CORP. (A COLORADO CORPORATION)Probex Corp • December 22nd, 2000 • Blank checks
CLASS "AC" WARRANT TO PURCHASE SHARES OF COMMON STOCK OF PROBEX CORP. (A DELAWARE CORPORATION)Probex Corp • December 22nd, 2000 • Blank checks
1 EXHIBIT 10.21.1 SECURED PROMISSORY NOTEProbex Corp • December 22nd, 2000 • Blank checks • Texas
RECITALS:Security Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
EXHIBIT 10.22.1 PROBEX FLUIDS RECOVERY, INC. $12,500,000 of 7% Senior Secured Convertible Notes, Due November 28, 2004 NOTE PURCHASE AGREEMENT Dated as of November 29, 2000 TABLE OF CONTENTSNote Purchase Agreement • December 22nd, 2000 • Probex Corp • Blank checks • Texas
1 EXHIBIT 4.3.17 THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY OTHER SECURITIES LAWS, HAVE BEEN TAKEN FOR INVESTMENT, AND MAY NOT BE SOLD OR TRANSFERRED...Probex Corp • December 22nd, 2000 • Blank checks • Texas
NOTEProbex Corp • December 22nd, 2000 • Blank checks • Texas
1 EXHIBIT 10.22.7 ESCROW AGREEMENT This Escrow Agreement (the "Escrow Agreement") dated as of November 29, 2000 (the "Effective Date") by and between Probex Fluids Recovery, Inc. (the "Company") and Wilmington Trust Company, as escrow agent hereunder...Escrow Agreement • December 22nd, 2000 • Probex Corp • Blank checks • New York
1 EXHIBIT 10.5.2 EXTENSION OF OPTION This Extension of Option Agreement is entered into as of this 19th day of June, 2000, by and between COLUMBIANA COUNTY PORT AUTHORITY, a body corporate and politic, (the AUTHORITY) and PROBEX CORPORATION, a...Extension of Option • December 22nd, 2000 • Probex Corp • Blank checks
