0001193125-11-040385 Sample Contracts

SEVERANCE AGREEMENT
Severance Agreement • February 18th, 2011 • Barnes Group Inc • Miscellaneous fabricated metal products

WHEREAS, the Company considers it essential to the best interests of its shareholders to foster the continued employment of key management personnel; and

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INCENTIVE COMPENSATION REIMBURSEMENT AGREEMENT
Incentive Compensation Reimbursement Agreement • February 18th, 2011 • Barnes Group Inc • Miscellaneous fabricated metal products • Connecticut

WHEREAS, the Company may from time to time grant to the Executive incentive compensation awards, pursuant to which, among other things, amounts payable shall be dependent upon the achievement of one or more specified financial targets, and in consideration of the Company making such awards to the Executive, the Executive has agreed to enter into this Agreement.

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