0001104659-10-006534 Sample Contracts

RESTRUCTURING & LOCK-UP AGREEMENT
Restructuring & Lock-Up Agreement • February 11th, 2010 • Tontine Capital Partners L P • Iron & steel foundries • New York

This RESTRUCTURING & LOCK-UP AGREEMENT (this “Agreement”), dated as of February 3, 2010, is entered into by and among Neenah Foundry Company (“Neenah”), Neenah Enterprises, Inc. (“NEI”), NFC Castings, Inc. (“NFC” and together with Neenah and NEI, and each of their direct and indirect subsidiaries and their respective successors and assigns, the “Company”), the undersigned beneficial holders (or investment advisors or managers of beneficial holders, and any affiliates thereof) of the Senior Secured Notes (as defined below) (together with their respective successors and permitted assigns, the “Secured Consenting Holders” and each, a “Secured Consenting Holder”), and the undersigned beneficial holders (or investment advisors or managers of beneficial holders, and any affiliates thereof) of the Senior Subordinated Notes (as defined below) (together with their respective successors and permitted assigns, the “Subordinated Consenting Holders”, and together with the Secured Consenting Holders

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