0000950152-05-002887 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 1st, 2005 • Associated Materials Inc • Plastics products, nec • New York

EMPLOYMENT AGREEMENT (this “Agreement”), originally dated as of August 21, 2002, and hereby amended and restated in its entirety, as of July 27, 2004 (the “Restatement Date”), by and between ASSOCIATED MATERIALS INCORPORATED, a Delaware corporation (the “Company”), and KENNETH L. BLOOM, an individual residing in the State of Ohio (the “Executive”).

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TAX SHARING AGREEMENT
Tax Sharing Agreement • April 1st, 2005 • Associated Materials Inc • Plastics products, nec

This Tax Sharing Agreement (the “Agreement”), dated as of March 4, 2004, is made by and among AMH HOLDINGS, INC., a Delaware corporation (“AMH”), ASSOCIATED MATERIALS HOLDINGS INC., a Delaware corporation (“Holdings”), and ASSOCIATED MATERIALS INCORPORATED, a Delaware corporation (“AMI”).

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