0000849240-09-000002 Sample Contracts

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 10th, 2009 • Hawk Corp • Aircraft parts & auxiliary equipment, nec • Ohio

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made and entered into as of this 31st day of December 2008, by and between HAWK CORPORATION, a Delaware corporation which maintains a place of business at 200 Public Square, Suite 1500, Cleveland Ohio 44114 (“Employer”), and JOSEPH J. LEVANDUSKI, an individual who resides at 9979 Barr Road, Brecksville, Ohio 44141 ( “Employee”)

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FORM OF FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 10th, 2009 • Hawk Corp • Aircraft parts & auxiliary equipment, nec • Ohio

THIS FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENT (the “Amendment”) is made and entered into as of this ___ day of _________ 20__, by and between ______________________, an individual residing at __________________________ (the “Executive”), and HAWK CORPORATION, a Delaware corporation whose principal address is 200 Public Square, Suite 1500, Cleveland, Ohio 44114 (“Hawk”).

AMENDED AND RESTATED SENIOR ADVISOR AGREEMENT
Senior Advisor Agreement • March 10th, 2009 • Hawk Corp • Aircraft parts & auxiliary equipment, nec • Ohio
AMENDMENT NO. 2 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 10th, 2009 • Hawk Corp • Aircraft parts & auxiliary equipment, nec • Ohio
SECOND AMENDMENT TO RESTATED WAGE CONTINUATION AGREEMENT
Continuation Agreement • March 10th, 2009 • Hawk Corp • Aircraft parts & auxiliary equipment, nec • Ohio

THIS SECOND AMENDMENT TO RESTATED WAGE CONTINUATION AGREEMENT (the “Amendment”) is made and entered into as of this 30th day of December 2008, by and between NORMAN C. HARBERT, individually (“Harbert”), and HAWK CORPORATION, a Delaware corporation whose principal address is 200 Public Square, Suite 1500, Cleveland, Ohio 44114 (“Hawk”).

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