0000950124-08-000899 Sample Contracts

KAYDON CORPORATION CHANGE IN CONTROL COMPENSATION AGREEMENT
Change in Control Compensation Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings

AGREEMENT made and executed January 28, 2008 between KAYDON CORPORATION, a Delaware corporation, 315 East Eisenhower Parkway, Suite 300, Ann Arbor, Michigan 48108 (Kaydon), and Debra K. Crane (the Executive). This Agreement is effective on the date provided above.

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RESTRICTED STOCK AGREEMENT KAYDON CORPORATION 1999 Long Term Stock Incentive Plan
Restricted Stock Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings • Michigan

This Restricted Stock Agreement (the “Agreement”) is made as of March 23, 2007 (the “Grant Date”), between KAYDON CORPORATION, a Delaware corporation (the “Company”), and JAMES O’LEARY (“Grantee”).

KAYDON CORPORATION 1999 LONG TERM STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings • Delaware

NON-QUALIFIED STOCK OPTION AGREEMENT, dated as of March 23, 2007; between KAYDON CORPORATION, a Delaware corporation (Corporation), and JAMES O’LEARY (Optionee).

STOCK PURCHASE AGREEMENT among KAYDON CORPORATION (“Buyer”), SHAREHOLDERS OF AVON BEARINGS CORPORATION (“Sellers”) and PATRICK WALSH (“Sellers’ Representative”) OCTOBER 26, 2007
Stock Purchase Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings • Ohio

This Stock Purchase Agreement (“Agreement”) is entered into as of October 26, 2007, among Kaydon Corporation, a Delaware corporation (“Buyer”), and each of the shareholders of the Company listed on the signature pages hereto (each, a “Seller,” and collectively, “Sellers”) and Patrick Walsh, in his capacity as Sellers’ Representative (“Sellers’ Representative”).

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