by and between
PRECISION AUTO CARE, INC.
PETRO USA INC.,
a subsidiary of Getty Petroleum Marketing, Inc.
This Strategic Alliance and Service Agreement (the "Agreement") is made and entered into as of March 20,
2000, by and between PRECISION AUTO CARE, INC. ("Precision"), a Virginia corporation having its
principal place of business at 748 Miller Drive, S.E., Leesburg, Virginia 20175, and PETRO USA INC.
("PETRO"), a New York corporation and a subsidiary of Getty Petroleum Marketing Inc. ("Getty"), a Maryland
corporation having its principal place of business at 125 Jericho Turnpike, Jericho, New York 11753.
R E C I T A L S:
A. Precision as the result of the expenditure of time, skill, effort, and money has developed and owns unique and
distinctive systems ("Systems") for the establishment and operation of an automotive service business;
B. The distinguishing characteristics of the Systems include, without limitation, unique and specialized training,
management, and marketing techniques and materials; procedures and methods of operation; uniform standards,
specifications, and procedures for products, equipment and services; distinctive appearance; and advertising and
promotional programs, all of which may be changed, improved, and further developed by Precision from time to
C. Precision identifies the System by means of certain trade names, service marks, trademarks, logos, emblems,
and indicia of origin ("Proprietary Marks"), including but not limited to the name and marks "PRECISION TUNE
AUTO CARE", "PRECISION LUBE EXPRESS" and "PRECISION AUTO WASH" and such other names,
marks and indicia as may now or hereafter be designated by Precision in writing for use in connection with the
D. Precision continues to develop, use, and control the use of the Proprietary Marks in order to identify for the
public the source of products and services marketed under the Proprietary Marks