0001104659-13-088503 Sample Contracts

SPX Corporation INTERNAL PERFORMANCE-BASED RESTRICTED STOCK AGREEMENT [ ] AWARD
Restricted Stock Agreement • December 5th, 2013 • SPX Corp • Metalworkg machinery & equipment • Delaware

THIS AGREEMENT (the “Agreement”) is made between SPX CORPORATION, a Delaware corporation (the “Company”), and the Recipient pursuant to the SPX Corporation 2002 Stock Compensation Plan, as amended, and related plan documents (the “Plan”) in combination with an SPX Restricted Stock Summary (the “Award Summary”) to be displayed at the Fidelity website. The Award Summary, which identifies the person to whom the Restricted Stock is granted (the “Recipient”) and specifies the date (the “Award Date”) and other details of this grant of Restricted Stock, and the electronic acceptance of this Agreement (which also is to be displayed at the Fidelity website), are incorporated herein by reference. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Plan. The parties hereto agree as follows:

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Form Waiver of Certain Employment Agreement Provisions by each of Christopher J. Kearney, Jeremy W. Smeltser, Robert B. Foreman, David A. Kowalski, Kevin L. Lilly, and J. Michael Whitted December 2, 2013 Mr. [name] [title] SPX Corporation 13320...
SPX Corp • December 5th, 2013 • Metalworkg machinery & equipment

This letter constitutes my waiver of the right to receive the following perquisites, effective for all costs incurred after December 31, 2013, notwithstanding any contrary language contained in my employment agreement, change of control agreement or any other agreement with SPX Corporation: (i) my automobile allowance and (ii) my reimbursement for club dues and membership fees.

SPX Corporation EXTERNAL PERFORMANCE-BASED RESTRICTED STOCK AGREEMENT [ ] AWARD
2002 Stock Compensation Plan • December 5th, 2013 • SPX Corp • Metalworkg machinery & equipment • Delaware

THIS AGREEMENT (the “Agreement”) is made between SPX CORPORATION, a Delaware corporation (the “Company”), and the Recipient pursuant to the SPX Corporation 2002 Stock Compensation Plan, as amended, and related plan documents (the “Plan”) in combination with an SPX Restricted Stock Summary (the “Award Summary”) to be displayed at the Fidelity website. The Award Summary, which identifies the person to whom the Restricted Stock is granted (the “Recipient”) and specifies the date (the “Award Date”) and other details of this grant of Restricted Stock, and the electronic acceptance of this Agreement (which also is to be displayed at the Fidelity website), are incorporated herein by reference. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Plan. The parties hereto agree as follows:

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