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AMENDMENT TO
THE
AIR PRODUCTS AND CHEMICALS, INC. LONG-TERM INCENTIVE
PLAN,
as amended and restated effective January 26, 2006 (the
“Plan”)
WHEREAS,
Section 15 of the Air Products and Chemicals, Inc. Long-Term
Incentive Plan (the “Plan”) authorizes the Board of
Directors to amend the Plan; and
WHEREAS, it has
been recommended the Plan be amended to clarify certain beneficiary
designations and survivorship procedures;
NOW, THEREFORE, IT
IS RESOLVED, Section 13(b) of the Plan is revised to read as
follows:
(b)
Transferability . Except as the Administrator shall
otherwise determine in connection with determining the terms of
Awards to be granted or shall thereafter permit, no Award or any
rights or interests therein of the recipient thereof shall be
assignable or transferable by such recipient except upon death to
his or her Designated Beneficiary, and, except as aforesaid, during
the lifetime of the recipient, an Award shall be exercisable only
by, or payable only to such recipient or his or her guardian or
legal representative. In no event shall an Award be transferable
for consideration;
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