0001072613-06-000847 Sample Contracts

March 24, 2006
Change in Control Severance Agreement • April 12th, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon

Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company. In this connection, the Company recognizes that, as is the case with many publicly held corporations, the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company, its customers and its shareholders. Accordingly, the Board of Directors of the Company (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management to their assigned duties without distraction in circumstances arising from the possibility of a change in control of the Company.

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SCHNITZER STEEL INDUSTRIES, INC. EMPLOYMENT AGREEMENT
Employment Agreement • April 12th, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon

In consideration of the mutual covenants contained herein, and other good and valuable consideration, the Company and Executive agree as follows.

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