THIS AGREEMENT is made and entered into as of the 4th day of October, 2004, by and between LYDALL
FILTRATION/SEPARATION, INC., a Connecticut corporation (the “Company”), and Kevin T. Longe of 1030 Southwest
Jefferson Street, Portland, Oregon 97201(the “Executive”).
W I T N E S S E T H
WHEREAS, the Company and the Executive (the “ Parties”) have agreed to enter into this agreement (the “Agreement)
relating to the severance of the employment of the Executive by the Company;
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and
valuable consideration, the Parties, intending to be legally bound, agree as follows:
1.0 Termination of Employment by the Company .
1.1 Involuntary Termination by the Company Other Than For Permanent and Total Disability or Cause . The Company may
terminate the Executive’s employment at any time. If termination is for reasons other than (i) the Executive’s Permanent and
Total Disability (as defined in Section 1.2) or (ii) for Cause (as de-fined in Section 1.3), termination shall be effective upon the
Company giving the Executive a written notice of termination at least 30 days before the date of termination (or such lesser
notice period as to which the Executive may agree). In the event of such a termination of employment pursuant to this Section,
the Executive shall be entitled to receive (i) the benefits described in Section 3 if such termination of employment does not occur
within 12 months following a “Change-of Control” (as defined in Section 5), or (ii) the benefits described in Section 4 if such
termination of employment occurs within 12 months following a “Change of Control” (as defined in Section 5).
1.2 Termination Due to Permanent and Total Disability. If the Executive incurs a Permanent and Total Disability, as defined
below, the Company may terminate the Executive’s employment by giving the Executive written notice of termi