0001206774-11-000602 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • March 24th, 2011 • Vishay Precision Group, Inc. • Electronic components & accessories • New York

WARRANT AGREEMENT (this “Agreement”) dated as of July 21, 2010 between Vishay Precision Group, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Co., a New York corporation, as warrant agent (the “Warrant Agent”).

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PUT AND CALL AGREEMENT
Put and Call Agreement • March 24th, 2011 • Vishay Precision Group, Inc. • Electronic components & accessories • New York

PUT AND CALL AGREEMENT (this “Agreement”) dated as of July 21, 2010 between Vishay Precision Group, Inc., a Delaware corporation (the “Company”), the Put/Call Agent (as defined herein) and each of the holders of the Notes due December 13, 2102 (the “Notes”) issued by the Company.

July 21, 2010 VISHAY PRECISION GROUP, INC. (as Issuer) NOTE INSTRUMENT constituting up to $9,958,460 FLOATING RATE UNSECURED LOAN NOTES 2102 _______________________________________________________
Note Instrument • March 24th, 2011 • Vishay Precision Group, Inc. • Electronic components & accessories

THIS INSTRUMENT is made as of the 21st day of July, 2010 by VISHAY PRECISION GROUP, INC. a company incorporated in the State of Delaware USA, (the Company).

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