CRANE CO. and FIRST CHICAGO TRUST COMPANY OF NEW YORK, as Rights Agent RIGHTS AGREEMENT Dated as of June 27, 1998Rights Agreement • March 9th, 2006 • Crane Co /De/ • Miscellaneous fabricated metal products • Delaware
Agreement, dated as of June 27, 1998, between Crane Co., a Delaware corporation (the “Company”), and First Chicago Trust Company of New York, as Rights Agent (the “Rights Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 9th, 2006 • Crane Co /De/ • Miscellaneous fabricated metal products • Delaware
WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being asserted against directors and officers of public companies at a time when it has become increasingly difficult to obtain adequate insurance coverage at reasonable costs;
CRANE CO. EMPLOYMENT/SEVERANCE AGREEMENT (Revised 3/95)Severance Agreement • March 9th, 2006 • Crane Co /De/ • Miscellaneous fabricated metal products • Delaware
The Board of Directors of the Company (the “Board”), on the advice of its Organization and Compensation Committee, has determined that it is in the best interests of the Company and its shareholders to assure that the Company will have the continued dedication of the Employee, notwithstanding the possibility, threat, or occurrence of a Change of Control (as defined below) of the Company. The Board believes it is imperative to diminish the inevitable distraction of the Employee by virtue of the personal uncertainties and risks created by a pending or threatened Change of Control, to encourage the Employee’s full attention and dedication to the Company currently and in the event of any threatened or pending Change of Control, and to provide the Employee with compensation arrangements upon a Change of Control which provide the Employee with individual financial security and which are competitive with those of other corporations and, in order to accomplish these objectives, the Board has c
