EXHIBIT C-1 FORM OF SUBSIDIARY PLEDGE AGREEMENTSubsidiary Pledge Agreement • August 5th, 2003 • Union Carbide Corp /New/ • Industrial organic chemicals • New York
This SUBSIDIARY PLEDGE AGREEMENT (as amended, modified or supplemented from time to time as provided herein, this "Agreement") is dated as of March 25, 2003, and made by each of UNION CARBIDE SUBSIDIARY C, INC., a Delaware corporation, UCMG LLC, a Delaware limited liability company, and CATALYSTS, ADSORBENTS AND PROCESS SYSTEMS, INC., a Maryland corporation (collectively, "Grantors" and each individually, a "Grantor"), in favor of THE DOW CHEMICAL COMPANY, a Delaware corporation ("TDCC" or "Lender").
Amended and Restated Tax Sharing AgreementUnion Carbide Corp /New/ • August 5th, 2003 • Industrial organic chemicals • Delaware
This Amended and Restated Tax Sharing Agreement is made and entered into as of February 7, 2001 by and among The Dow Chemical Company, a Delaware corporation ("Dow"), as Common Parent, on behalf of itself and the other members of the Dow Group (other than any member of the UCC Group), and Union Carbide Corporation, a Delaware corporation ("UCC"), on behalf of itself and the other members of the UCC Group.
First Amendment to Pledge and Security AgreementPledge and Security Agreement • August 5th, 2003 • Union Carbide Corp /New/ • Industrial organic chemicals • New York
This First Amendment to the Pledge and Security Agreement (this "Amendment") is effective as of March 25, 2003, by UNION CARBIDE CORPORATION, a New York corporation ("Grantor"), in favor of THE DOW CHEMICAL COMPANY, a Delaware corporation ("Lender"), and is made with reference to that certain Pledge and Security Agreement dated March 25, 2003 (the "Pledge and Security Agreement") between Grantor and Lender. Capitalized terms used in this Amendment, but not defined in this Amendment, are as defined in the Pledge and Security Agreement.
