0001299933-06-000004 Sample Contracts

SECOND AMENDMENT TO PRECIOUS METALS AGREEMENT
Precious Metals Agreement • January 3rd, 2006 • Brush Engineered Materials Inc • Primary smelting & refining of nonferrous metals • New York

THIS SECOND AMENDMENT TO PRECIOUS METALS AGREEMENT (“this Amendment”) is made as of the 29th day of December, 2005, by and among FLEET PRECIOUS METALS INC., a Rhode Island corporation operating as Bank of America Precious Metals (the “Metal Supplier”); and BRUSH ENGINEERED MATERIALS INC., an Ohio corporation (“BEM”), WILLIAMS ADVANCED MATERIALS INC., a New York corporation (“WAM”), TECHNICAL MATERIALS, INC., an Ohio corporation (“TMI”), BRUSH WELLMAN INC., an Ohio corporation (“BWI”), and ZENTRIX TECHNOLOGIES INC., an Arizona corporation (“ZTI”) (BEM, WAM, TMI, BWI and ZTI are herein referred to collectively as the “Customers” and individually as a “Customer”).

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FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • January 3rd, 2006 • Brush Engineered Materials Inc • Primary smelting & refining of nonferrous metals • Ohio

This FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of December 29, 2005 (the “Effective Date”), by and among Brush Engineered Materials Inc., an Ohio corporation (the “Company”), the other Borrowers (as defined in the Credit Agreement (as defined below)), the other Loan Parties (as defined in the Credit Agreement), the Lenders (as defined in the Credit Agreement) and JPMorgan Chase Bank, N.A., a national banking association (the “Agent”).

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