0001193125-06-127819 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • June 12th, 2006 • MSC Software Corp • Services-prepackaged software • California

This Consulting Agreement (“Consulting Agreement”) is entered into this 30th day of June, 2005 (the “Effective Date”), by and between Ken Blakely, an individual (“Consultant”), and MSC.Software Corporation, a Delaware corporation (“MSC”).

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TERMINATION AGREEMENT AND MUTUAL RELEASE AND AMENDMENTS TO EXISTING AGREEMENTS
Termination Agreement and Mutual Release • June 12th, 2006 • MSC Software Corp • Services-prepackaged software • New York

This TERMINATION AGREEMENT AND MUTUAL RELEASE (“Termination Agreement”) is entered into by and between MSC.Software Corporation, a corporation organized and existing under the laws of Delaware, having its principal offices at 2 MacArthur Place, Santa Ana, California 92707, United States of America (hereafter “MSC”), and Dassault Systemes, a corporation organized and existing under the laws of France, having its principal offices at 9 quai Marcel Dassault, 93150 Surenes, France (hereafter “DS”) and is effective this 30th day of June, 2005.

EMPLOYMENT SEPARATION AND GENERAL RELEASE AGREEMENT
Employment Separation and General Release Agreement • June 12th, 2006 • MSC Software Corp • Services-prepackaged software • California

This Employment Separation and General Release Agreement (this “Separation Agreement”), is entered into this 30th day of June 2005, by and between Ken Blakely, an individual (“Blakely”), and MSC.Software Corporation, a Delaware corporation (“MSC”).

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