JOB TERMINATION BENEFITS AGREEMENT AND GENERAL RELEASE

Exhibit 10

JOB TERMINATION BENEFITS AGREEMENT
AND GENERAL RELEASE

        THIS BENEFITS AGREEMENT AND GENERAL RELEASE (hereinafter referred to as "Agreement") is made and entered into by and between James Matthews (hereinafter referred to as "Employee"), and Georgia Gulf Corporation , its wholly owned subsidiaries and affiliated entities (including, but not limited to, Royal Group, Inc., and Georgia Gulf Corporation), and their present and former officers, directors, employees, attorneys, representatives, agents, and assigns (hereinafter collectively referred to as "Company").

W I T N E S S E T H:

        WHEREAS, Employee is currently employed and has been employed by the Company in the position of Vice President in Atlanta, GA , and

        WHEREAS, the Company intends to terminate the employment of Employee on December 31, 2007 ("Termination Date"); and

        WHEREAS, under the terms and conditions hereinafter set forth, the Company desires to provide Employee with certain benefits in addition to those to which he would be entitled under the Company's existing policies; and

        WHEREAS, the Company and Employee desire to memorialize the benefits to be provided by the Company, and also resolve, settle and release each other from all matters or differences that exist or may exist between them, including but not limited to any matters or differences that might arise out of or relate to Employee's employment with the Company;

        NOW, THEREFORE, in consideration of the premises and mutual promises herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Employee and Company hereby agree as follows:

1.

•         (a)   Employee's employment with the Company will terminate on the Termination Date;

          (b)   Employee shall be not be required to physically report to work but will be reasonably available to advise and consult on matters as required;

          (c)   Expressly subject to this Agreement becoming binding upon Employee pursuant to paragraph 3 of this Agreement, Company agrees:

  •           (i)  Employee shall be paid his current salary semi-monthly through said Termination Date;

             (ii)  Employee shall receive Company-paid medical, dental, and vision coverage (as currently selected by Employee) through said Termination Date;

            (iii)  Employee shall receive a Profit Sharing bonus payment based on the terms of the program, if at least the minimum Profit Target is attained, as if he had been actively at work through said Termination Date;

            (iv)  Within thirty days following the Termination Date, Employee shall be paid for all vacation earned in calendar year 2006 and not taken in 2007;

             (v)  Within thirty days following the Termination Date, Employee shall be paid for all vacation accrued during calendar year 2007;

            (vi)  Employee shall be paid, as and when they become due, all of Employee's retirement benefits calculated as of the Termination Date in accordance with the terms of the underlying Plan(s); and

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           (vii)  Employee's rights and obligations under all nonqualified stock option agreements, restricted shares agreements and restricted share units agreements shall remain in full force and effect in accordance with their terms.

2.

        As a material consideration for the Company to enter into this Agreement, Employee hereby irrevocably and unconditionally releases, acquits and forever discharges the Company from any and all charges, complaints, claims, liabilities, obligations, promises, agre