0001047469-11-007021 Sample Contracts

AMENDMENT NO. 3 TO REVOLVING CREDIT AGREEMENT AND AMENDMENT NO. 2 TO
Guaranty and Security Agreement • August 5th, 2011 • Georgia Gulf Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • New York

This AMENDMENT, dated as of July 26th, 2011 (this “Amendment”), by and among by GEORGIA GULF CORPORATION, a Delaware corporation (“U.S. Borrower”), the other Grantors party hereto, ROYAL GROUP, INC., a Canadian federal corporation (“Canadian Borrower”), GENERAL ELECTRIC CAPITAL CORPORATION (“GE Capital”), as Administrative Agent, and the Lenders party hereto amends (i) that certain Credit Agreement, dated as of December 22, 2009 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among the U.S. Borrower, the Canadian Borrower, the other Credit Parties party thereto, the Lenders, and the L/C Issuers from time to time party thereto, GE Capital, as Administrative Agent, Co-Collateral Agent and Co-Syndication Agent, and Wachovia Capital Finance Corporation (New England), as Co-Collateral Agent and Co-Syndication Agent and (ii) that certain U.S. ABL Guaranty and Security Agreement, dated as of December 22, 2009, by the U.S. Borrower an

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FORM OF NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT
Form of Non-Employee Director Restricted Stock Unit Agreement • August 5th, 2011 • Georgia Gulf Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • Georgia

This AGREEMENT (the “Agreement”) is dated as of by and between GEORGIA GULF CORPORATION, a Delaware corporation (together with any Subsidiaries, as applicable, the “Company”), and (“Grantee”).

FORM OF PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT (Canadian-Based Employee Form)
Form of Performance Restricted Stock Unit Agreement • August 5th, 2011 • Georgia Gulf Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • Georgia

This AGREEMENT (the “Agreement”) is dated as of by and between GEORGIA GULF CORPORATION, a Delaware corporation (together with any Subsidiaries, as applicable, the “Company”), and (“Grantee” or “You”).

FORM OF PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT (United States-Based Employee Form)
Performance Restricted Stock Unit Agreement • August 5th, 2011 • Georgia Gulf Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • Georgia

This AGREEMENT (the “Agreement”) is dated as of by and between GEORGIA GULF CORPORATION, a Delaware corporation (together with any Subsidiaries, as applicable, the “Company”), and (“Grantee” or “You”).

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