Proposed Employment Agreement for Raymond Summary of Key TermsEmployment Agreement • July 13th, 2004 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
Overall Rationale: To secure the services of John Raymond (the “Executive”) as the President and Chief Executive Officer of Vulcan Energy Corporation (the “Company”).
STOCKHOLDERS’ AGREEMENT for VULCAN ENERGY CORPORATIONStockholders’ Agreement • July 13th, 2004 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
THIS STOCKHOLDERS’ AGREEMENT, is entered into and effective as of , 2004 (the “Effective Date”), by and among Vulcan Energy Corporation, a Delaware corporation (the “Company”), Paul G. Allen, an individual (“Allen”), James C. Flores, an individual (“Flores”) and John T. Raymond, an individual (“Raymond”) (each of Flores and Raymond is sometimes referred to herein as a “Management Stockholder” and collectively, as the “Management Stockholders”). Allen, each Management Stockholder and each other person that may become a party to this Agreement as contemplated hereby are hereinafter referred to individually as a “Stockholder” and collectively as the “Stockholders”.
Proposed Consulting Agreement for Flores Summary of Key TermsConsulting Agreement • July 13th, 2004 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations)
Overall Rationale: To secure the consulting services of Jim Flores (“Consultant”) as the Special Advisor to the Chairman of, and consultant to, Vulcan Energy Corporation (the “Company”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • July 13th, 2004 • Plains Resources Inc • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
AMENDMENT NO. 1 TO AMENDED AND RESTATED SUBSCRIPTION AGREEMENT, dated as of July 12, 2004 (this “Agreement”), by and among Vulcan Energy Corporation, a Delaware corporation (“Issuer”), Paul G. Allen, an individual (“Allen”), James C. Flores, an individual (“Flores”), and John T. Raymond, an individual (“Raymond”). Capitalized terms used herein but not otherwise defined shall have the meaning ascribed to such terms in the Subscription Agreement (as defined below).
