By:__________________________________ Its definition
By:__________________________________ Its. Dated:_________________________ Dated:________________________ --------------------------------------------- DEFERRED COMPENSATION ELECTION --------------------------------------------- 1998 BASE COMPENSATION: I elect to defer:
By:__________________________________ Its. By: Its: By: UAG TEXAS II, Inc. General Partner PENSKE AUTOMOTIVE GROUP, INC. Sole Shareholder /s/ ▇▇▇▇▇ ▇▇▇▇▇ Its: Executive Vice President and Chief Financial Officer UAG GD, Ltd. UAG GN, Ltd. UAG GP, Ltd. UAG GW, Ltd.
By:__________________________________ Its. ASSIGNEE: GENERAL COMMUNICATION, INC. By: Its:
More Definitions of By:__________________________________ Its
By:__________________________________ Its. By: Its: By: Its: By: UAG HOUSTON ACQUISITION, Ltd. General Partner UAG TEXAS II, Inc. General Partner PENSKE AUTOMOTIVE GROUP, INC. Sole Shareholder /s/ ▇▇▇▇▇ ▇▇▇▇▇ Its: Executive Vice President and Chief Financial Officer CLASSIC SPECIAL HYUNDAI, LTD. CLASSIC OLDSMOBILE-PONTIAC-GMC, LTD. CLASSIC SPECIAL AUTOMOTIVE, LTD. HILL COUNTRY IMPORTS, LTD. By: Its: By: Its: By: Its: By: ▇▇▇▇▇▇▇▇ ENTERPRISES, INC. General Partner PAG West, LLC Sole Shareholder PENSKE AUTOMOTIVE GROUP, INC. Sole Member /s/ ▇▇▇▇▇ ▇▇▇▇▇ Its: Executive Vice President and Chief Financial Officer
By:__________________________________ Its. By: Its: By: Its: By: Its:
By:__________________________________ Its. Tax Identification No.:____________________
By:__________________________________ Its. Date: ____________________________
By:__________________________________ Its. Address: Attn: Telephone: Telecopy: Telex: ACKNOWLEDGED AND ACCEPTED: "Administrative Agent" Bank of America National Trust and Savings Association By: Name: Title: [If Required] "Borrower" FERRELLGAS, L.P. By: FERRELLGAS, INC. Its: General Partner By: Name: Title: EXHIBIT F PROMISSORY NOTE $_________________ April 30, 1999 FOR VALUE RECEIVED, the undersigned FERRELLGAS, L.P., a Delaware limited partnership ("Borrower"), HEREBY PROMISES TO PAY to the order of _______________________ ("Bank") the principal sum of ______________________ ($_________) or, if less, the aggregate principal amount of the Loans outstanding on the Maturity Date, made to Borrower by Bank pursuant to Section 2.01(a) of that certain Short-Term Revolving Credit Agreement, dated as of April 30, 1999 (as the same may be amended from time to time, the "Credit Agreement"), among Borrower, Ferrellgas, Inc., a Delaware corporation and the sole general partner of Borrower, the financial institutions from time to time party thereto and Bank of America National Trust and Savings Association, as administrative agent for said financial institutions (in such capacity, "Administrative Agent") payable in full on the Maturity Date together with interest on the unpaid principal balance hereof from time to time outstanding from the date hereof until paid in full at the rate or rates and in the manner and at the times specified in the Credit Agreement. Both the principal hereof and the interest hereon are payable in lawful money of the United States of America at Bancontrol Account Number ▇▇▇▇▇-▇▇▇▇▇ located at Bank of America National Trust and Savings Association, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Agency Administrative Services #5596, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (or at such other Lending Office as may be designated from time to time by Administrative Agent), for the account of Bank, in immediately available funds. The holder of this Promissory Note (this "Note") is authorized to record the date and amount of Loans made by the Bank, the amount of interest accruing from time to time and the date and amount of each payment or prepayment of principal thereof on the schedule annexed to and constituting a part hereof, or on a continuation thereof which shall be attached hereto and a part hereof and any such recordation shall constitute prima facie evidence of the accuracy of the information so recorded. Borrower agrees to pay all costs of collection and enforcement of this Note, whether or not suit is filed, including,...