0000950124-07-005896 Sample Contracts

LEAR CORPORATION LONG-TERM STOCK INCENTIVE PLAN FORM OF PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • November 16th, 2007 • Lear Corp • Public bldg & related furniture • Michigan

PERFORMANCE UNIT AWARD AGREEMENT (the “Agreement”) dated as of ___, between Lear Corporation (the “Company”) and the individual whose name appears on the signature page hereof (the “Participant”), who is a key employee of the Company or an Affiliate. Any term capitalized herein, but not defined, shall have the meaning set forth in the Lear Corporation Long-Term Stock Incentive Plan (the “Plan”).

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November 15, 2007 Mr. James H. Vandenberghe [home address] Dear Jim:
Lear Corp • November 16th, 2007 • Public bldg & related furniture • Michigan

The purpose of this letter is to confirm the terms by which you will be engaged by Lear Corporation (the “Company”) as a consultant following your retirement as its Vice Chairman. The key terms of your engagement are as follows:

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