0000950152-04-008780 Sample Contracts

REGISTRATION RIGHTS AGREEMENT Dated as of November 30, 2004 by and among Park- Ohio Industries, Inc. as Issuer, the Guarantors, set forth on Schedule A hereto and Lehman Brothers Inc. CIBC World Markets Corp. McDonald Investments Inc.
Registration Rights Agreement • December 6th, 2004 • Park Ohio Holdings Corp • Metal forgings & stampings • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 30, 2004, by and among Park-Ohio Industries, Inc., an Ohio corporation (the “Company”), the subsidiaries listed on Schedule A hereto (the "Guarantors”), and Lehman Brothers Inc., J.P. Morgan Securities Inc., CIBC World Markets Corp. and McDonald Investments Inc. (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 8 3/8% Senior Subordinated Notes due 2014 (the “Series A Notes”) pursuant to the Purchase Agreement (as defined below).

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