Common use of Operating Fees Clause in Contracts

Operating Fees. (a) Except for Earned processing (as hereinafter defined), Quaker State shall pay Petrowax the following for processing furnished, plus any Increased Costs: --------------------------------------------------------- --------------------------------------------------------- Period through 5/2/96 - 5/2/97 - 5/2/98 - ------ 5/1/96 5/1/97 5/1/98 and thereafter --------------------------------------------------------- Charge per $30.00 $25.00 $20.00 $10.00 1,000 gallons --------------------------------------------------------- --------------------------------------------------------- All payments shall be due within ten (10) days after invoicing. (b) Except for early termination as provided in Section 5(c), processing shall be Earned for such number of years as is equal to (i) two times the number of years (prorated for partial years) beginning May 1, 1995 that Quaker State continues to supply Products to Petrowax or its permitted assignees under the Slack Wax and Petrolatum Sales Agreement dated the date hereof and executed pursuant to the Amendment ("1994 Slack Wax Agreement ") plus (ii) one year for each year (prorated for partial years) after the end of the term of the 1994 Slack Wax Agreement that Quaker State continues to supply Petrowax or its permitted assignees with Products at the Wind-down Period prices. The terms "Products" and "wind-down Period" shall have the meanings ascribed to them in the 1994 Slack Wax Agreement. (c) Notwithstanding that processing cannot be Earned by Quaker State except be supplying Products after May 1, 1995, Quaker State shall be entitled to receive processing at no cost (other than Increased Costs) under this Agreement beginning on the date the Amendment is approved by the Bankruptcy Court, in anticipation of its supplying of Products after May 1, 1995 under the 1994 Slack Wax Agreement. If Quaker State ceases supply of Products under either the Slack Wax and Petrolatum Agreement dated April 30, 1990 (the "1990 Slack Wax Agreement") or the 1994 Slack Wax Agreement (collectively, the Slack Wax Agreements) prior to the end of the Wind-down Period for more than thirty (30) days for reasons other than default under this Agreement by Petrowax or either of the Slack Wax Agreements by Petrowax or its permitted assignees or the temporary existence of a Force Majeure Event (as defined in Section 7) of either of the Slack Wax Agreements affecting Quaker State or Petrowax or its permitted assignees, then the Earned period, if any, shall end, water treatment processing provided under this Agreement for periods thereafter shall be subject to charge as set forth in Section 5(a) above, and Quaker State shall pay Petrowax at the rates set forth in Section 5(a) for processing previously furnished but not Earned (as defined in Section 5(b) above). (For the purpose of clarity, it is agreed that if Quaker State supplies Products to Petrowax or its permitted assignees under the 1990 Slack Wax Agreement through its expiration and under the 1994 Slack Wax Agreement through May 1, 1996, all processing hereunder through May 1, 1996 shall have been Earned.)

Operating Fees. (a) Except for Earned processing (as hereinafter defined), Quaker State shall pay Petrowax the following for processing furnished, plus any Increased Costs: --------------------------------------------------------- --------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- Period through 5/2/96 - 5/2/97 - 5/2/98 - 5/2/96- 5/2/97- 5/2/98- ------ 5/1/96 5/1/97 5/1/98 and thereafter --------------------------------------------------------- --------------------------------------------------------------------------- Charge per $30.00 $25.00 $20.00 $10.00 1,000 gallons --------------------------------------------------------- --------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- All payments shall be due within ten (10) days after invoicing. (b) Except for early termination as provided in Section 5(c), processing shall be Earned for such number of years as is equal to (i) two times the number of years (prorated for partial years) beginning May 1, 1995 that Quaker State continues to supply Products to Petrowax or its permitted assignees under the Slack Wax and Petrolatum Sales Agreement dated the date hereof and executed pursuant to the Amendment ("1994 Slack Wax Agreement ") plus (ii) one year for each year (prorated for partial years) after the end of the term of the 1994 Slack Wax Agreement that Quaker State continues to supply Petrowax or its permitted assignees with Products at the Wind-down Period prices. The terms "Products" and "windWind-down Period" shall have the meanings ascribed to them in the 1994 Slack Wax Agreement. (c) Notwithstanding that processing cannot be Earned by Quaker State except be supplying Products after May 1, 1995, Quaker State shall be entitled to receive processing at no cost (other than Increased Costs) under this Agreement beginning on the date the Amendment is approved by the Bankruptcy Court, in anticipation of its supplying of Products after May 1, 1995 under the 1994 Slack Wax Agreement. If Quaker State ceases supply of Products under either the Slack Wax and Petrolatum Agreement dated April 30, 1990 (the "1990 Slack Wax Agreement") or the 1994 Slack Wax Agreement (collectively, the Slack Wax Agreements) prior to the end of the Wind-down Period for more than thirty (30) days for reasons other than default under this Agreement by Petrowax or either of the Slack Wax Agreements by Petrowax or its permitted assignees or the temporary existence of a Force Majeure Event (as defined in Section 7) of either of the Slack Wax Agreements affecting Quaker State or Petrowax or its permitted assignees, then the Earned period, if any, shall end, water treatment processing provided under this Agreement for periods thereafter shall be subject to charge as set forth in Section 5(a) above, and Quaker State shall pay Petrowax at the rates set forth in Section 5(a) for processing previously furnished but not Earned (as defined in Section 5(b) above). (For the purpose of clarity, it is agreed that if Quaker State supplies Products to Petrowax or its permitted assignees under the 1990 Slack Wax Agreement through its expiration and under the 1994 Slack Wax Agreement through May 1, 1996, all processing hereunder through May 1, 1996 shall have been Earned.)