0001193125-12-162606 Sample Contracts

SEVERANCE PAY AGREEMENT AND RELEASE OF ALL CLAIMS
Severance Pay Agreement • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals

This Severance Pay Agreement and Release of All Claims (“Agreement”) is entered into on February 27, 2012 (the “Termination Date”) between Steve Delarge (“You”) and Momentive Performance Materials Inc., (the “Company”) joined in by Momentive Performance Materials Holdings, Inc. and Momentive Performance Materials Holdings, LLC. You have terminated your employment with the Company as of the Termination Date. You acknowledge that, throughout your employment with the Company, you were employed at will. You further acknowledge that the Company has no obligation to provide you with any severance benefits or salary continuation other than those outlined in the term sheet signed by you on September 11, 2006. The Company acknowledges that the termination of your employment is not a termination for Cause or a termination without Good Reason (in each case as defined in any Agreement with the Company to which you are a party or any of the Plans or Agreements referred to in Sections 1a., b. or c.

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SEVERANCE PAY AGREEMENT AND RELEASE OF ALL CLAIMS
Severance Agreement • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals

This Transition & Severance Pay Agreement and Release of All Claims (“Agreement”) is entered into on February 23, 2012, between Mike Modak (“Associate” or “You”) and Momentive Performance Materials Inc. and Momentive Performance Materials Holdings Inc. You acknowledge that, throughout your employment with the Company, you were employed at will. You further acknowledge that the Company has no obligation to provide you with any severance benefits or salary continuation other than those outlined in your offer letter, signed by you on June 17, 2008. The Company acknowledges that the termination of your employment is not a termination for Cause or a termination without Good Reason (in each case as defined in any Agreement with the Company to which you are a party or any of the Plans or Agreements referred to in Sections 1a. or b., below. In consideration for your agreement to the Release contained herein and the other conditions set forth in this Agreement, the Company will provide you with

SECOND EXTENSION AND AMENDMENT TO QUARTZ SAND PRODUCTS PURCHASE AGREEMENT
Quartz Sand Products Purchase Agreement • April 13th, 2012 • Juniper Bond Holdings IV LLC • Industrial organic chemicals

This Second Extension and Amendment to Quartz Sand Products Purchase Agreement, effective as of December 31, 2011 (the “Second Extension and Amendment”), by and between Unimin Corporation (“Seller”) and Momentive Performance Materials Quartz, Inc. (formerly known as GE Quartz, Inc.) (“Buyer”). Defined terms used herein and not otherwise defined herein shall have the meanings given such terms in the “Agreement” (as defined herein below).

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