0000098362-14-000094 Sample Contracts

TAX SHARING AGREEMENT BY AND BETWEEN THE TIMKEN COMPANY AND TIMKENSTEEL CORPORATION Dated June 30, 2014
Tax Sharing Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings • Ohio

THIS TAX SHARING AGREEMENT (this “Agreement”), dated June 30,2014, is by and between The Timken Company (“Timken”), an Ohio corporation, and TimkenSteel Corporation (“TimkenSteel”), an Ohio corporation. Each of Timken and TimkenSteel is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”

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SEPARATION AND DISTRIBUTION AGREEMENT BETWEEN THE TIMKEN COMPANY AND TIMKENSTEEL CORPORATION Dated June 30, 2014
Separation and Distribution Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings • Ohio

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of June 30, 2014 (this “Agreement”), is between The Timken Company, an Ohio corporation (“Timken”), and TimkenSteel Corporation, an Ohio corporation (“TimkenSteel”). Timken and TimkenSteel are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings • Ohio

This Trademark License Agreement (the “Agreement”), effective as of June 30, 2014 (the “Effective Date”), is by and between The Timken Company (“Licensor”), an Ohio corporation, and TimkenSteel Corporation, an Ohio corporation (“Licensee”). In this Agreement, Licensor and Licensee are each referred to as a “Party” and together as the “Parties”.

TRANSITION SERVICES AGREEMENT BETWEEN THE TIMKEN COMPANY AND TIMKENSTEEL CORPORATION Dated June 30, 2014
Transition Services Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings • Ohio

THIS TRANSITION SERVICES AGREEMENT dated June 30, 2014 (this “Agreement”), is between The Timken Company, an Ohio corporation (“Timken”), and TimkenSteel Corporation, an Ohio corporation (“TimkenSteel”). Timken and TimkenSteel are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.

EMPLOYEE MATTERS AGREEMENT between THE TIMKEN COMPANY and TIMKENSTEEL CORPORATION
Employee Matters Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings

EMPLOYEE MATTERS AGREEMENT, dated as of June 30, 2014 (this “Employee Matters Agreement”), between The Timken Company, an Ohio corporation (“Timken”), and TimkenSteel Corporation, an Ohio corporation and a preexisting, wholly owned subsidiary of Timken (“TimkenSteel”).

NONCOMPETITION AGREEMENT BETWEEN THE TIMKEN COMPANY AND TIMKENSTEEL CORPORATION Dated June 30, 2014
Noncompetition Agreement • July 3rd, 2014 • Timken Co • Ball & roller bearings • Ohio

This NONCOMPETITION AGREEMENT (this “Agreement”), dated as of June 30, 2014 (the “Effective Date”), is between The Timken Company, an Ohio corporation, and TimkenSteel Corporation, an Ohio corporation.

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