Markwest Hydrocarbon Inc – IPO: ‘S-1’ on 8/2/96 – EX-10.28

As of:  Friday, 8/2/96   ·   Accession #:  950109-96-4834   ·   File #:  333-09513

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Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         Registration Statement (General Form)                 99    560K 
 2: EX-3.1      Certificate of Incorporation                           8     30K 
 3: EX-3.2      Bylaws                                                14     55K 
 4: EX-10.1     Reorganization Agreement                              21     93K 
13: EX-10.10    Gas Treating and Processing Agreement                 48    131K 
14: EX-10.11    Gas Gathering, Treating and Processing Agreement      36     99K 
15: EX-10.12    Gas Gathering, Treating and Processing Agreement      32    104K 
16: EX-10.13    Products Exchange Agreements                           3     20K 
17: EX-10.14    Gas Processing and Treating Agreement                 11     44K 
18: EX-10.15    Processing Agreement                                  30     66K 
19: EX-10.16    Natural Gas Liquids Purchase Agreement                 7     31K 
20: EX-10.17    Purchase and Demolition Agreement                     25     52K 
21: EX-10.18    Purchase and Demolition Agreement                     25     53K 
22: EX-10.19    Agreement to Design and Construct New Facilities      21     43K 
 5: EX-10.2     Modification Agreement                                 6     34K 
23: EX-10.20    Sales Acknowledgement                                  3     18K 
24: EX-10.21    Loan Agreement Dated November 20, 1992               202    752K 
25: EX-10.23    Natural Gas Liquids Purchase Agree. (Boldman)         14     46K 
26: EX-10.25    1996 Incentive Compensation Plan                       5     23K 
27: EX-10.26    1996 Stock Incentive Plan of Registrant               13     52K 
28: EX-10.27    1996 Nonemployee Director Stock Option Plan            9     40K 
29: EX-10.28    Form of Non-Compete With J.M. Fox & Markwest           1     10K 
 6: EX-10.3     Amended and Restated Mortgage                         41    166K 
 7: EX-10.4     Secured Guaranty, Dated May 2, 1996                   23     62K 
 8: EX-10.5     Security Agreement, Dated May 2, 1996                 23     78K 
 9: EX-10.6     Pledge Agreement, Dated May 2, 1996                   21     70K 
10: EX-10.7     Participation, Ownership and Operating Agreement      83    290K 
11: EX-10.8     Second Amended and Restated Agreement                 10     45K 
12: EX-10.9     Subordination Agreement                               13     47K 
30: EX-11       Computation of Per Share Earnings                      1      9K 
31: EX-23.1     Consent of Price Waterhouse LLP                        1      9K 
32: EX-23.2     Consent of Bdo Seidman, LLP                            1     10K 

EX-10.28   —   Form of Non-Compete With J.M. Fox & Markwest

EX-10.28
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NON-COMPETE AGREEMENT 

This Non-compete Agreement is made and entered into this ____ day of  
_________________, 1996, by and between John M. Fox (Fox) and MarkWest          
Hydrocarbon, Inc. (MarkWest).  In consideration of the mutual covenants and     
agreements contained herein, and in recognition of other consideration had and  
received by Fox, the sufficiency, adequacy and receipt of which is hereby       
acknowledged, the parties agree as follows:                                     

1.   Fox agrees that for as long as he is an officer or director of   
MarkWest and for two years thereafter, he will not, either directly or          
indirectly (including through other firms or entities controlled by Fox),       
participate in any future oil and gas exploration or production activities      
within geographic areas in which MarkWest is then conducting oil and gas        
exploration and production activities, or within geographic areas in which      
MarkWest intends to or has expressed an interest to participate in oil and gas  
exploration or production activities, except and to the extent that Fox has     
first offered MarkWest the opportunity to participate in that activity, and then
only to the extent that MarkWest, through its independent and disinterested     
directors, has deemed it advisable and in the best interests of MarkWest not to 
participate in that activity.                                                   

     In witness whereof, the parties have executed this Agreement the date first
above written.                                                                  

____________________________                                                    
John M. Fox                                                                     

MARKWEST HYDROCARBON, INC.                                                      

By:_________________________