0001193125-19-321160 Sample Contracts

SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG ECOLAB INC., CHAMPIONX HOLDING INC., AND APERGY CORPORATION DATED AS OF DECEMBER 18, 2019

Separation and Distribution Agreement • December 20th, 2019 • Apergy Corp • Construction, mining & materials handling machinery & equip • Delaware

• Contract Type
  Separation and Distribution Agreement
• Filed
  December 20th, 2019
• Company
  Apergy Corp
• Industry
  Construction, mining & materials handling machinery & equip
• Jurisdiction
  Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of December 18, 2019, by and among: (i) Ecolab Inc., a Delaware corporation (“Everest”); (ii) ChampionX Holding Inc., a Delaware corporation and wholly owned Subsidiary of Everest (“Newco”); and (iii) Apergy Corporation, a Delaware corporation (“Athena”) (each a “Party” and together, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Merger Agreement.

EMPLOYEE MATTERS AGREEMENT by and among ECOLAB INC., CHAMPIONX HOLDING INC., and APERGY CORPORATION Dated as Of December 18, 2019

Employee Matters Agreement • December 20th, 2019 • Apergy Corp • Construction, mining & materials handling machinery & equip

• Contract Type
  Employee Matters Agreement
• Filed
  December 20th, 2019
• Company
  Apergy Corp
• Industry
  Construction, mining & materials handling machinery & equip

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”) is entered into as of December 18, 2019 by and among: (i) Ecolab Inc., a Delaware corporation (“Everest”); (ii) ChampionX Holding Inc., a Delaware corporation and wholly owned Subsidiary of Everest (“Newco”); and (iii) Apergy Corporation, a Delaware corporation (“Athena”) (each a “Party” and together, the “Parties”). Terms used but not defined herein shall have the meaning ascribed to them in the Separation and Distribution Agreement.