0001193125-04-212895 Sample Contracts

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ASSUMPTION AGREEMENT
Assumption Agreement • December 14th, 2004 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals • New York

ASSUMPTION AGREEMENT, dated as of December 9, 2004, between IMCO Recycling Inc., a Delaware corporation (“IMCO Recycling”), and Alchem Aluminum, Inc., a Delaware corporation, Alchem Aluminum Shelbyville Inc., a Delaware corporation, Gulf Reduction Corporation, a Delaware corporation, IMCO Energy Corp., a Delaware corporation, IMCO Indiana Partnership L.P., a Indiana limited partnership, IMCO International, Inc., a Delaware corporation, IMCO Investment Company, a Delaware corporation, IMCO Management Partnership L.P., a Texas limited partnership, IMCO Operations Services Company, a Delaware corporation, IMCO Recycling of California, Inc., a Delaware corporation, IMCO Recycling of Idaho Inc., a Delaware corporation, IMCO Recycling of Illinois Inc., a Illinois corporation, IMCO Recycling of Indiana Inc., a Delaware corporation, IMCO Recycling of Michigan L.L.C., a Delaware limited liability company, IMCO Recycling of Ohio Inc., a Delaware corporation, IMCO Recycling of Utah Inc., a Delawa

IMCO RECYCLING INC. EMPLOYMENT AGREEMENT
Employment Agreement • December 14th, 2004 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals • Texas

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 8th day of December, 2004, by and among IMCO RECYCLING INC., a Delaware corporation (“IMCO”, or the “Company”), IMCO MANAGEMENT PARTNERSHIP L.P., a Texas limited partnership (“IMCO Management”), both having their principal place of business in Dallas County, Texas, and J. TOMAS BARRETT, an individual residing in Tarrant County, Texas (“Executive”).

Executive Vice President and Chief Financial Officer Post-Merger Compensation Agreement
Merger Compensation Agreement • December 14th, 2004 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals

Effective upon and subject to the merger between Commonwealth Industries, Inc. (“CII”) and IMCO Recycling Inc. (“IMCO”), the surviving corporation or ultimate parent corporation (“Newco”) will employ Michael D. Friday on the following terms:

Chairman and Chief Executive Post-Merger Compensation Agreement
-Merger Compensation Agreement • December 14th, 2004 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals

Effective upon and subject to the merger between Commonwealth Industries, Inc. (“CII”) and IMCO Recycling Inc. (“IMCO”), the surviving corporation or ultimate parent corporation (“Newco”) will employ Steven J. Demetriou on the following terms:

FIRST AMENDMENT TO FIRST AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT
And Security Agreement • December 14th, 2004 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals • New York

First Amendment to First Amended and Restated Revolving Credit and Security Agreement, dated the 9th day of December, 2004, by and among IMCO Recycling Inc., a Delaware corporation (“IMCO”), IMCO Investment Company, a Delaware corporation (“IMCO Investment”), IMCO Management Partnership, L.P., a Texas limited partnership (“IMCO Management”), IMCO Energy Corp., a Delaware corporation (“IMCO Energy”), IMCO Recycling of Indiana Inc., a Delaware corporation (“IMCO Recycling of Indiana”), IMCO Recycling of Illinois Inc., an Illinois corporation (“IMCO Recycling of Illinois”), Alchem Aluminum, Inc., a Delaware corporation (“Alchem”), IMCO Recycling of Michigan L.L.C., a Delaware limited liability company (“IMCO Recycling of Michigan”), IMSAMET, Inc., a Delaware corporation (“IMSAMET”), IMCO Recycling of Idaho Inc., a Delaware corporation (“IMCO Recycling of Idaho”), Rock Creek Aluminum, Inc., an Ohio corporation (“Rock Creek”), IMCO Recycling of Utah Inc., a Delaware corporation (“IMCO Recyc

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