0001298341-05-000057 Sample Contracts

DEATH BENEFIT AGREEMENT William H. Joyce
Death Benefit Agreement • May 27th, 2005 • Nalco Holding CO • Miscellaneous chemical products • Illinois

THIS AGREEMENT, effective January 9, 2004, between Nalco Company (hereinafter "Nalco"), a corporation organized and existing under the laws of Delaware, and William H. Joyce (hereinafter "Executive").

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NALCO HOLDING COMPANY RESTRICTED STOCK UNIT AGREEMENT
2004 Stock Incentive Plan • May 27th, 2005 • Nalco Holding CO • Miscellaneous chemical products • New York

THIS AGREEMENT, is made effective as of May 26, 2005 (the “Grant Date”), between Nalco Holding Company (the “Company”) and Rodney F. Chase (the “Participant”).

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