Non-Compete/Non-Solicitation. In consideration of the Grant, the Participant shall not during the course of employment for the Company and for a period of one (1) year subsequent to termination of employment for any reason, or such longer period of time as set forth in an employment agreement or any other agreement between the Participant and the Company, (the “Restrictive Period”), either individually or in partnership or in conjunction with any other person or persons, firm, association, syndicate, company, corporation or any other business entity, as principal, agent, director, officer, employee, investor or in any other manner whatsoever, directly or indirectly, own, manage, operate, control, be employed by, be engaged in, be interested in or advise any business entity or person, carrying on, engaged in, interested in or concerned with, any business activities anywhere in the world that reasonably compete with those business activities in which the Participant was engaged on behalf of the Company (whether directly or indirectly) at any time during the twelve (12) months prior to separation from the Company (the “Restricted Activities”). The Participant shall also not during the Restrictive Period contact any customers or former customers of the Company, in any manner, for the purpose of soliciting or accepting any business that competes with the Restricted Activities, or request, induce or advise any customers of the Company to withdraw, curtail or cancel their respective business with the Company. In addition, the Participant shall not during the Restrictive Period contact any employees of the Company for the purpose of inducing or otherwise encouraging said employees to leave their employment with the Company. The Participant hereby confirms that all restrictions and affirmative obligations contained in this Section 10 are reasonable, valid and necessary to protect the Company’s legitimate business interests and the Participant hereby waives all defenses to the strict enforcement thereof by the Company. The Company agrees that the provisions of this Section 10 shall not prevent the Participant from purchasing as a passive investor up to two percent (2%) of the outstanding publicly traded shares or other securities of any class of stock listed on a stock exchange.

Non-Compete/Competition and Non-Solicitation. In considerationParticipant agrees to comply fully with any written agreement between the Company and the Participant which provides for post-termination of the Grant,employment restrictions against solicitation or competition (the “Restrictive Covenant Agreement”); provided, however, that if no such Restrictive Covenant Agreement exists, the Participant shall not during the course of employment for the Company and for a period of one (1) year subsequent to[six (6)][twelve (12)][eighteen (18)] months after Participant’s voluntary termination of employment for any reason,with Company or such longer periodinvoluntary termination of time as set forth in an employment agreementby Company, either himself or anytogether with other agreement between the Participant and the Company, (the “Restrictive Period”), either individually or in partnership or in conjunction with any other person or persons, firm, association, syndicate, company, corporation or any other business entity, as principal, agent, director, officer, employee, investor or in any other manner whatsoever, directly or indirectly,indirectly: # own, manage, operate, control,finance, join, control or participate in the ownership, management, operation, financing, or control of or be employed by,connected as an officer, director, employee, partner, principal, agent, representative, consultant or otherwise with, or have any financial interest in, or aid or assist anyone else in the conduct of, or use or permit Participant’s name to be engaged in, be interestedused in or advise any business entity or person, carrying on, engaged in, interested in or concernedconnection with, any business activities anywhereengaged in the world that reasonably competeresearch, development, manufacture, sale, marketing or distribution of stainless steel, titanium, specialty alloys, metal powders or metal fabricated parts or components similar to or competitive with those business activities in whichmanufactured by the Company (a “Competing Business”) as of the date the Participant’s employment with Company ends; provided, however, that nothing herein shall prevent the Participant was engagedfrom investing in the securities of any company listed on behalfa national securities exchange, provided that Participant’s involvement with any such company is solely that of a stockholder of 5% or less of any class of the outstanding securities thereof; # solicit or divert to any Competing Business any individual or entity that is a customer or prospective customer of the Company (whether directly or indirectly)its subsidiaries or affiliates, or was such a customer or prospective customer at any time during the twelve (12)eighteen (18) months prior to separation from the Company (the “Restricted Activities”). The Participant shall also not during the Restrictive Period contact any customers or former customersdate of the Company, in any manner, for the purpose of soliciting or accepting any business that competesParticipant’s employment termination with the Restricted Activities,Company; # induce, offer, assist, encourage or request, inducesuggest # that another business or adviseenterprise offer employment to or enter into a business affiliation with any customersCompany employee, agent or representative, or any individual who acted as an employee, agent or representative of the Company to withdraw, curtailin the previous six (6) months; or cancel their respective business with the Company. In addition, the Participant shall not during the Restrictive Period contact# that any employeesCompany employee, agent or representative (or individual who acted as an employee, agent or representative of the Company forin the purpose of inducingprevious six (6) months) terminate his or otherwise encouraging said employees to leave theirher employment or business affiliation with the Company. The Participant hereby confirmsCompany; or # hire or participate in the hiring of any Company employee or any person who was an employee of the Company in the previous six (6) months, by any business, enterprise or employer. For this purpose, “prospective customer” shall mean a person or business entity that all restrictions and affirmative obligations contained in this Section 10 are reasonable, valid and necessary to protectthe Company has identified as a user or potential user of the Company’s legitimate business interestsproducts and toward which the Participant hereby waives all defensesCompany plans to the strict enforcement thereof by the Company. The Company agrees that the provisions of this Section 10 shall not prevent the Participant from purchasing as a passive investor up to two percent (2%) of the outstanding publicly traded sharesdirect sales or other securities of any class of stock listed on a stock exchange.marketing activities.

Non-Compete/Competition and Non-Solicitation. In considerationParticipant agrees to comply fully with any written agreement between the Company and the Participant which provides for post-termination of the Grant,employment restrictions against solicitation or competition (the “Restrictive Covenant Agreement”); provided, however, that if no such Restrictive Covenant Agreement exists, the Participant shall not during the course of employment for the Company and for a period of one (1) year subsequent to[six (6), twelve (12), eighteen (18)] months after Participant’s voluntary termination of employment for any reason,with Company or such longer periodinvoluntary termination of time as set forth in an employment agreement or any other agreement between the Participant and the Company, (the “Restrictive Period”)by Company [for “Cause”], either individuallyhimself or in partnership or in conjunctiontogether with any other person or persons, firm, association, syndicate, company, corporation or any other business entity, as principal, agent, director, officer, employee, investor or in any other manner whatsoever, directly or indirectly,indirectly: # own, manage, operate, control,finance, join, control or participate in the ownership, management, operation, financing, or control of or be employed by,connected as an officer, director, employee, partner, principal, agent, representative, consultant or otherwise with, or have any financial interest in, or aid or assist anyone else in the conduct of, or use or permit Participant’s name to be engaged in, be interestedused in or advise any business entity or person, carrying on, engaged in, interested in or concernedconnection with, any business activities anywhereengaged in the world that reasonably competeresearch, development, manufacture, sale, marketing or distribution of stainless steel, titanium, specialty alloys, metal powders or metal fabricated parts or components similar to or competitive with those business activities in whichmanufactured by the Company (a “Competing Business”) as of the date the Participant’s employment with Company ends; provided, however, that nothing herein shall prevent the Participant was engagedfrom investing in the securities of any company listed on behalfa national securities exchange, provided that Participant’s involvement with any such company is solely that of a stockholder of 5% or less of any class of the outstanding securities thereof; # solicit or divert to any Competing Business any individual or entity that is a customer or prospective customer of the Company (whether directly or indirectly)its subsidiaries or affiliates, or was such a customer or prospective customer at any time during the twelve (12)eighteen (18) months prior to separation from the Company (the “Restricted Activities”). The Participant shall also not during the Restrictive Period contact any customers or former customersdate of the Company, in any manner, for the purpose of soliciting or accepting any business that competesParticipant’s employment termination with the Restricted Activities,Company; # induce, offer, assist, encourage or request, inducesuggest # that another business or adviseenterprise offer employment to or enter into a business affiliation with any customersCompany employee, agent or representative, or any individual who acted as an employee, agent or representative of the Company to withdraw, curtailin the previous six (6) months; or cancel their respective business with the Company. In addition, the Participant shall not during the Restrictive Period contact# that any employeesCompany employee, agent or representative (or individual who acted as an employee, agent or representative of the Company forin the purpose of inducingprevious six (6) months) terminate his or otherwise encouraging said employees to leave theirher employment or business affiliation with the Company. The Participant hereby confirmsCompany; or # hire or participate in the hiring of any Company employee or any person who was an employee of the Company in the previous six (6) months, by any business, enterprise or employer. For this purpose, “prospective customer” shall mean a person or business entity that all restrictions and affirmative obligations contained in this Section 10 are reasonable, valid and necessary to protectthe Company has identified as a user or potential user of the Company’s legitimate business interestsproducts and toward which the Participant hereby waives all defensesCompany plans to the strict enforcement thereof by the Company. The Company agrees that the provisions of this Section 10 shall not prevent the Participant from purchasing as a passive investor up to two percent (2%) of the outstanding publicly traded sharesdirect sales or other securities of any class of stock listed on a stock exchange.marketing activities.