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Exhibit 10.18
AMENDMENT NO. 1
TO EXECUTIVE PURCHASE AND VESTING AGREEMENT
AMENDMENT NO. 1 to each of the Executive Purchase And Vesting Agreements (the "Vesting Agreements"), each dated as of March 3, 2004, executed by Coffeyville Group Holdings, LLC (the "Company") and each of Philip Rinaldi, Abraham Kaplan, George Dorsey, Stanislas Riemann, James Rens, Kevan Vick and Keith Osborn. Except as otherwise provided herein, capitalized terms shall have the meanings ascribed to such terms in the Agreement.
WHEREAS, the Company wishes to change the vesting schedule in connection with the Common Units granted to each of the Executives;
NOW, THEREFORE, the Company and each of the Executives hereby agree to amend each of the Vesting Agreements as follows:
1. Vesting Schedule. Each Section 2.1(a) of the Vesting Agreements shall be replaced in its entirety by the following:
No Executive Common Units granted to Executive hereunder shall be deemed Vested Securities (as defined below) as of the date hereof and all such Executive Common Units shall be deemed Unvested Securities (as defined below). Except as otherwise provided herein, the Unvested Securities shall vest and be held by the Executive in accordance with the following schedule:
Vesting Date
| | Percentage of Executive Common Units
to be Vested on Vesting Date
|
|---|
| November 10, 2004 (the "Effective Date") | | 16.66% |
| May 10, 2005 | | 16.66% |
| November 10, 2005 | | 16.66% |
| May 10, 2006 | | 16.66% |
| November 10, 2006 | | 16.66% |
| May 10, 2007 | | 16.66% |
IN WITNESS WHEREOF, the undersigned has executed this Amendment as of the date first above written.
|
EXECUTIVES |
|
/s/ Philip Rinaldi
Philip Rinaldi |
|
/s/ Abraham Kaplan
Abraham Kaplan |
|
/s/ George Dorsey
George Dorsey |
|
Stanley Riemann
Stanley Riemann |
|
/s/ James Rens
James Rens |
|
/s/ Kevan Vick
Kevan Vick |
|
/s/ Keith Osborn
Keith Osborn |
|
COFFEYVILLE GROUP HOLDINGS, LLC |
|
By PEGASUS PARTNERS II, L.P., its Managing Member |
|
By: |
/s/ Eric Griebetz
|
| | Name: | Eric Griebetz |
| | Title: | Vice President |
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AMENDMENT NO. 1 TO EXECUTIVE PURCHASE AND VESTING AGREEMENT
