0000950135-03-002130 Sample Contracts

ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY
Stock Purchase Agreement • March 31st, 2003 • Hexcel Corp /De/ • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware
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JOINT FILING UNDERTAKING
Joint Filing Undertaking • March 31st, 2003 • Hexcel Corp /De/ • Abrasive, asbestos & misc nonmetallic mineral prods

The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.

dated as of March 19, 2003 among
Stockholders Agreement • March 31st, 2003 • Hexcel Corp /De/ • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware
among
Registration Rights Agreement • March 31st, 2003 • Hexcel Corp /De/ • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware
BY AND BETWEEN
Coinvestment Agreement • March 31st, 2003 • Hexcel Corp /De/ • Abrasive, asbestos & misc nonmetallic mineral prods • New York
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