0001644440-16-000041 Sample Contracts

FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG W. R. GRACE & CO., W. R. GRACE & CO.-CONN. AND GCP APPLIED TECHNOLOGIES INC. DATED AS OF [•], 2016

Separation and Distribution Agreement • January 13th, 2016 • GCP Applied Technologies Inc. • Chemicals & allied products • Delaware

• Contract Type
  Separation and Distribution Agreement
• Filed
  January 13th, 2016
• Company
  GCP Applied Technologies Inc.
• Industry
  Chemicals & allied products
• Jurisdiction
  Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of [•], 2016 (this “Agreement”), is by and among W. R. Grace & Co., a Delaware corporation (“Grace”), W. R. Grace & Co.-Conn., a Connecticut corporation (“Grace Conn”) and GCP Applied Technologies Inc., a Delaware corporation (“GCP”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

FORM OF TRANSITION SERVICES AGREEMENT BY AND BETWEEN W. R. GRACE & CO.—CONN. AND GCP APPLIED TECHNOLOGIES INC. DATED AS OF [●], 2016

Transition Services Agreement • January 13th, 2016 • GCP Applied Technologies Inc. • Chemicals & allied products • Delaware

• Contract Type
  Transition Services Agreement
• Filed
  January 13th, 2016
• Company
  GCP Applied Technologies Inc.
• Industry
  Chemicals & allied products
• Jurisdiction
  Delaware

This TRANSITION SERVICES AGREEMENT, dated as of [●], 2016 (this “Agreement”), is by and between W. R. Grace & Co.—Conn., a Connecticut corporation (“Grace Conn”), and GCP Applied Technologies Inc. a Delaware corporation (“GCP”).