QUARTZ SAND PRODUCTS PURCHASE AGREEMENTQuartz Sand Products Purchase Agreement • May 11th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals • Ohio
This Agreement, effective the 15th day of February, 2005, by and between UNIMIN CORPORATION, a Delaware corporation having its principal office at 258 Elm Street, New Canaan, Connecticut 06840 (hereinafter called “Seller), and GE QUARTZ, INC., a Delaware corporation having its principal office at 22557 West Lunn Road, Strongsville, Ohio 44149 (hereinafter called “Buyer”).
FORM OF DIRECTOR UNIT OPTION AGREEMENT OF MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLCDirector Unit Option Agreement • March 18th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals • Delaware
THIS AGREEMENT (the “Agreement”), dated as of February 23, 2011 between MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLC, a Delaware limited liability company (the “Company”), and the Optionee set forth on the signature page to this Agreement (the “Optionee”).
UNIT OPTION AGREEMENT OF MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLCUnit Option Agreement • March 18th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals • Delaware
THIS AGREEMENT (the “Agreement”), dated as of February 23, 2011 between MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLC, a Delaware limited liability company (the “Company”), and the Optionee set forth on the signature page to this Agreement (the “Optionee”).
EXTENSION AND AMENDMENT TO QUARTZ SAND PRODUCTS PURCHASE AGREEMENTQuartz Sand Products Purchase Agreement • May 11th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals
This Extension and Amendment to Quartz Sand Products Purchase Agreement, effective as of December 31, 2010 (the “Extension and Amendment”), by and between Unimin Corporation (“Seller”) and Momentive Performance Materials Quartz, Inc. (formerly known as GE Quartz, Inc.) (“Buyer”). Defined terms used herein and not otherwise defined herein shall have the meanings given such terms in the “Agreement” (as defined herein below).
RESTRICTED DEFERRED UNIT AWARD AGREEMENT OF MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLCRestricted Deferred Unit Award Agreement • March 18th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals • Delaware
THIS AGREEMENT (the “Agreement”) is dated as of February 23, 2011 between MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLC, a Delaware limited liability company (the “Company”), and the Participant set forth on the signature page to this Agreement (the “Participant”).
ContractManagement Investor Rights Agreement • March 18th, 2011 • Juniper Bond Holdings IV LLC • Industrial organic chemicals • Delaware
MANAGEMENT INVESTOR RIGHTS AGREEMENT dated as of February 23, 2011 (this “Agreement”), by and among MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLC, a Delaware limited liability company (the “Company”) and the HOLDERS (as hereinafter defined).
SEVERANCE PAY AGREEMENT AND RELEASE OF ALL CLAIMSSeverance Pay Agreement and Release • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals
This Transition & Severance Pay Agreement and Release of All Claims (“Agreement”) is entered into on February 23, 2012, between Mike Modak (“Associate” or “You”) and Momentive Performance Materials Inc. and Momentive Performance Materials Holdings Inc. You acknowledge that, throughout your employment with the Company, you were employed at will. You further acknowledge that the Company has no obligation to provide you with any severance benefits or salary continuation other than those outlined in your offer letter, signed by you on June 17, 2008. The Company acknowledges that the termination of your employment is not a termination for Cause or a termination without Good Reason (in each case as defined in any Agreement with the Company to which you are a party or any of the Plans or Agreements referred to in Sections 1a. or b., below. In consideration for your agreement to the Release contained herein and the other conditions set forth in this Agreement, the Company will provide you with
SECOND EXTENSION AND AMENDMENT TO QUARTZ SAND PRODUCTS PURCHASE AGREEMENTQuartz Sand Products Purchase Agreement • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals
This Second Extension and Amendment to Quartz Sand Products Purchase Agreement, effective as of December 31, 2011 (the “Second Extension and Amendment”), by and between Unimin Corporation (“Seller”) and Momentive Performance Materials Quartz, Inc. (formerly known as GE Quartz, Inc.) (“Buyer”). Defined terms used herein and not otherwise defined herein shall have the meanings given such terms in the “Agreement” (as defined herein below).
SEVERANCE PAY AGREEMENT AND RELEASE OF ALL CLAIMSSeverance Pay Agreement and Release of All • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals
This Severance Pay Agreement and Release of All Claims (“Agreement”) is entered into on February 27, 2012 (the “Termination Date”) between Steve Delarge (“You”) and Momentive Performance Materials Inc., (the “Company”) joined in by Momentive Performance Materials Holdings, Inc. and Momentive Performance Materials Holdings, LLC. You have terminated your employment with the Company as of the Termination Date. You acknowledge that, throughout your employment with the Company, you were employed at will. You further acknowledge that the Company has no obligation to provide you with any severance benefits or salary continuation other than those outlined in the term sheet signed by you on September 11, 2006. The Company acknowledges that the termination of your employment is not a termination for Cause or a termination without Good Reason (in each case as defined in any Agreement with the Company to which you are a party or any of the Plans or Agreements referred to in Sections 1a., b. or c.
