0001193125-04-189561 Sample Contracts

RECEIVABLES PURCHASE AGREEMENT Dated as of December 17, 2003 among LYONDELL FUNDING II, LLC, as the Seller, LYONDELL CHEMICAL COMPANY as the Servicer, THE BANKS AND OTHER FINANCIAL INSTITUTIONS PARTY HERETO, as Purchasers, CITICORP USA, INC. as Asset...
Receivables Purchase Agreement • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • New York

RECEIVABLES PURCHASE AGREEMENT dated as of December 17, 2003 (this “Agreement”) among LYONDELL FUNDING II, LLC, a Delaware limited liability company (the “Seller”), LYONDELL CHEMICAL COMPANY, a Delaware corporation, as the Servicer (as hereinafter defined), the banks and other financial institutions listed on the signature pages hereof as the Initial Purchasers (the “Initial Purchasers”), and CITICORP USA, INC., a Delaware corporation (“CUSA”), as asset agent and administrative agent (the “Agent”) for the Purchasers.

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LYONDELL CHEMICAL COMPANY AMENDED AND RESTATED 1999 INCENTIVE PLAN AWARD AGREEMENT
1999 Incentive Plan • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • Texas

Lyondell Chemical Company (“Company)” has granted the Participant a right to receive an Award (“Grant”) under the Lyondell Chemical Company Amended and Restated 1999 Incentive Plan (the “Plan”), effective on the date specified in the Grant letter (“Grant Date”).

AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • New York

AMENDMENT dated as of June 25, 2004 to the Receivables Purchase Agreement dated as of December 17, 2003 (the “Receivables Agreement”) among LYONDELL FUNDING II, LLC, a Delaware limited liability company (the “Seller”), LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Servicer”), the PURCHASERS from time to time party thereto and CITICORP USA, INC., as asset agent and administrative agent for the Purchasers (the “Agent”).

AMENDMENT NO. 2 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • New York

AMENDMENT dated as of August 20, 2004 to the Receivables Purchase Agreement dated as of December 17, 2003 (the “Receivables Agreement”) among LYONDELL FUNDING II, LLC, a Delaware limited liability company (the “Seller”), LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Servicer”), the PURCHASERS from time to time party thereto and CITICORP USA, INC., as asset agent and administrative agent for the Purchasers (the “Agent”).

AMENDMENT NO. 1 TO UNDERTAKING AGREEMENT
Undertaking Agreement • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • New York

AMENDMENT dated as of June 25, 2004 to the Undertaking Agreement dated as of December 17, 2003 (the “Undertaking Agreement”) by LYONDELL CHEMICAL COMPANY, a Delaware corporation (“Lyondell”), in favor of the PURCHASERS (as defined in the Receivables Purchase Agreement dated as of December 17, 2003 (the “Receivables Agreement”) among Lyondell Funding II, LLC, as Seller, Lyondell, as Servicer, the Purchasers from time to time party thereto and Citicorp USA, Inc., as asset agent and administrative agent (the “Agent”) for the Purchasers) and CITICORP USA, INC., as Agent.

UNDERTAKING AGREEMENT dated as of December 17, 2003 by LYONDELL CHEMICAL COMPANY
Undertaking Agreement • November 8th, 2004 • Lyondell Chemical Co • Industrial organic chemicals • New York

UNDERTAKING AGREEMENT dated as of December 17, 2003 by LYONDELL CHEMICAL COMPANY in favor of the Purchasers, as defined in the Receivables Purchase Agreement referred to below and Citicorp USA, Inc. (“CUSA”), as administrative agent (the “Agent”) thereunder.

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