0001306830-14-000011 Sample Contracts

CELANESE CORPORATION NONQUALIFIED STOCK OPTION AWARD AGREEMENT DATED <<Grant Date>>
Nonqualified Stock Option Award Agreement • February 7th, 2014 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • Delaware

This Nonqualified Stock Option Award Agreement (the “Agreement”) is made and entered into as of <<Grant Date>> (the “Grant Date”) by and between Celanese Corporation, a Delaware corporation (the “Company”), and <<NAME>> (the “Participant”). Capitalized terms used, but not otherwise defined herein shall have the meanings ascribed to such terms in the Celanese Corporation 2009 Global Incentive Plan (as amended from time to time, the “2009 Plan”).

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CELANESE CORPORATION TIME-VESTING RESTRICTED STOCK UNIT AWARD AGREEMENT DATED <<Grant Date>>
Award Agreement • February 7th, 2014 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • Delaware

This grant is made pursuant to the Time-Vesting Restricted Stock Unit Award Agreement dated as of <<Grant Date>>, between Celanese and you, which Agreement is attached hereto and made a part hereof.

FIRST AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 7th, 2014 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • New York

THIS FIRST AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of October 31, 2013 (this “Amendment”), is entered into by and among CE RECEIVABLES LLC, a Delaware limited liability company, as seller (the “Seller”), CELANESE INTERNATIONAL CORPORATION, a Delaware corporation (“Celanese International”), as initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, the “Servicer”), VICTORY RECEIVABLES CORPORATION, as a Conduit Purchaser, MARKET STREET FUNDING LLC (“Market Street”), as a Conduit Purchaser and as Assignor (as defined below), PNC BANK, NATIONAL ASSOCIATION (“PNC”), as a Related Committed Purchaser, as an LC Bank, as a Purchaser Agent and as Assignee (as defined below) and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., NEW YORK BRANCH, as administrator (in such capacity, together with its successors and assigns in such capacity, the “Administrator”), as a Related Committed Purchaser, as an LC Bank and as a Purchaser Agent.

CELANESE CORPORATION TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT DATED <<GRANT DATE>>
Restricted Stock Unit Award Agreement • February 7th, 2014 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • Delaware

This Time-Based Restricted Stock Unit Award Agreement (the “Agreement”), is made and entered into effective as of <<Grant Date>> (the “Grant Date”), by and between Celanese Corporation, a Delaware corporation (the “Company”), and <<NAME>> (the “Participant”). Capitalized terms used, but not otherwise defined, herein shall have the meanings ascribed to such terms in the Celanese Corporation 2009 Global Incentive Plan, as Amended and Restated April 19, 2012 (as amended from time to time, the “2009 Plan”).

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