This Agreement is entered into as of the 8th day of February, 1999, by and between Arch Chemicals, Inc., a
Virginia corporation (hereinafter "ARCH"), and Olin Corporation, a Virginia corporation (hereinafter "OLIN").
WHEREAS, OLIN and ARCH have entered into a Distribution Agreement (as defined below);
WHEREAS, pursuant to the Distribution Agreement, OLIN has agreed to transfer certain assets and businesses
constituting the Arch Assets and the Arch Business, respectively (each as defined in the Distribution Agreement)
WHEREAS, included in the Arch Assets and the Arch Business are certain assets and operations located at the
Charleston, Tennessee chlor-alkali and pool chemicals facility owned and operated by OLIN prior to the
Distribution Date (as defined in the Distribution Agreement); and
WHEREAS, following the Distribution Date, OLIN and ARCH have both requested from each other, and each
has agreed, that ARCH receive certain services to be provided by OLIN, and that OLIN receive certain services
to be provided by ARCH, for their respective operations at the Charleston, Tennessee facilities, on the terms and
conditions as set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and premises contained herein and for other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, OLIN and
ARCH agree as follows:
As used in this Agreement, the following terms have the following meanings:
"Authorized Representative" means the plant manager of each Party at the Charleston Site, who shall be
responsible for implementing this Agreement at the Charleston Site.
"Budgeted Service Quantity" means the quantity of a Service the Service Provider has agreed to provide and the
Service Receiver has agreed to receive during the next Contract Year.
"Budgeted Service Quantity Percentage" means the quantity the Service Receiver has requested