SAFETY KLEEN CORP/
AGREEMENT AMONG SAFETY-KLEEN CORP, SAFETY-KLEEN SE
<DOCUMENT>
<TYPE>EX-10.V
<SEQUENCE>5
<FILENAME>g73058ex10-v.txt
<DESCRIPTION>AGREEMENT AMONG SAFETY-KLEEN CORP, SAFETY-KLEEN SE
<TEXT>
<PAGE>

                                                                   EXHIBIT 10(V)

October 17, 2001

TO:      Dave Sprinkle

FROM:    Ron Rittenmeyer

RE:      PROMOTION TO C.O.O.

As you know, I am promoting you to Chief Operating Officer of Safety-Kleen,
effective immediately, with responsibility for the operations of the Chemical
Services Division (Blue Division) and Branch Sales & Services Division (Yellow
Division). In connection therewith, your annual base salary will be increased to
$350,000 and your target bonus percentage will be increased to 75% of your
annual base salary, pro-rated for the portion of the year following your
promotion.

As we discussed, your current Senior Executive Severance Plan, Senior Executive
Change of Control Agreement ("COCA") and Senior Executive Retention Plan remain
in full force and effect. However, in the event of a Change of Control as
defined by the COCA, the parties' obligations under the COCA, including the
level of your authority, duties, position, benefits, annual base salary, target
bonus percentage, severance and any other benefits in a Post Change Period, as
defined by the COCA, shall be established and/or calculated based upon the
levels of authority, duties, position, annual base salary ($270,000), target
bonus percentage (50%) and benefits in effect immediately preceding this
promotion.

As we also discussed, in the event of a sale of the Blue Division in which the
purchaser determines it would like to hire you in connection with the sale, you
would have the option to go with the purchaser of the Blue Division. In
addition, the Company would also have the option, in its discretion, to require
you to go with the purchaser of the Blue Division.

If this memo accurately sets forth our agreement, please sign below. I look
forward to working with you in your new position.

Accepted & Agreed:



/s/ David M. Sprinkle
Dave Sprinkle

Safety-Kleen Services, Inc. & Safety-Kleen Corp.

By:      /s/ Ronald A. Rittenmeyer

Title:   Chairman, President and CEO

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</DOCUMENT>
