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The last day you will be required to report to work is ___________ ___, 20___ (the “Last Day of Work”). Unless you earlier terminate your employment or are terminated by the Company for Cause (as defined in the senior executive severance plan for McGraw Hill Financial, Inc. amended and restated effective as of January 1, 2015, as amended from time to time (the “Severance Plan”)), your employment will continue until ________ __, 20____ (the “Termination Date”) and you will continue to receive your base salary and benefits in effect as of the date of this Agreement until your Termination Date, when your employment will terminate. After your Termination Date, you will receive the following payments, regardless of whether or not you sign this Agreement.

Short-Term Incentive Compensation. On or before March 15, 20__, you shall receive a cash payment, if any, due to you in accordance with the provisions of the Short-Term Incentive Compensation Plan in which you were a participant, subject to legally required deductions. You will not be eligible to participate in any new incentive, stock option or other compensation plan cycles initiated on or after the date hereof.

Accrued Vacation/Holiday. You will receive a payment representing any accrued but unused vacation to which you are entitled as of your Termination Date, subject to legally required deductions. This payment will be made in a timely manner as required by applicable law.

Notice. At the Company’s election you shall either (i) be given notice to terminate your employment pursuant to Clause 14 of your Employment Contract, or (ii) be paid in lieu of notice of £………… less legally required deductions pursuant to Clause 14.3 of your Employment Contract in a timely manner, or (iii) be placed on garden leave during your notice period pursuant to Clause 14.7 of your Employment Contract.

Subject to the terms and conditions of this Agreement and your employment contract with Platts, as amended by the side letter entered into between you, Platts and McGraw-Hill International (U.K.) Limited on [date of side letter] (together, the “Employment Contract”), in return and consideration for (i)  signing and returning this Agreement within forty-five (45) days of your receipt of this Agreement, as provided in Section 4 below; (ii) not revoking this Agreement during the Revocation Period as provided in Section 5; (iii) the waiver, discharge and general release of all claims, as provided in Section 7 of and Clause 4 of Attachment 1 to this Agreement; and (iv) your compliance with all the terms and conditions of this Agreement, you will receive payments as follows:

A separation pay benefit in a gross amount of _____________, which is equal to _______________________ months of your base salary will be paid to you in installment payments in accordance with your Employment Contract. [Note: sum to be calculated in accordance with Clause 14A of the Employment Contract.]

Long-Term Incentive Compensation. The terms of equity grants which you have received previously will continue to vest according to their original vesting schedules and in accordance with their terms and conditions.

You understand and agree that (i) you would not receive the consideration described in this Agreement except for your execution of this Agreement and the fulfillment of the promises contained herein; and (ii) the consideration provided in this Agreement exceeds any sums or benefits to which you would otherwise be entitled under any applicable policy, plan and/or procedure of the Company or any previous agreement or understanding between you and the Company.

You are hereby given forty-five (45) days from the date you receive this Agreement to consider the terms of this Agreement and to decide whether or not to sign and return this Agreement (the “Return Period”). This means you must sign and return this Agreement and you must return an executed copy of the letter at Attachment 2 by [________ __, 20__] (the “End of the Return Period”). If you do not sign and return this Agreement and return an executed copy of the letter at Attachment 2 by the End of the Return Period, this Agreement will automatically be deemed null and void and it will not impose any obligation on the Company or any Group Company or you. You may decide to sign and return this Agreement in less than forty-five (45) days if you wish.

If you timely sign and return this Agreement as provided above, you will have seven (7) days after signing this Agreement to change your mind and revoke this Agreement (“Revocation Period”). If you wish to revoke your decision, you must do so by timely delivering written notice of your revocation to:

If you timely sign and return this Agreement (and return an executed copy of the letter at Attachment 2) and do not revoke this Agreement during the Revocation Period, it will become effective on the eighth (8^th) day after you sign the Agreement (the “Effective Date” of this Agreement).

In return for the consideration furnished to you by Platts, as set forth in Section 2 and the other consideration furnished to you pursuant to this Agreement, you hereby discharge and generally release Platts, all Group Companies, McGraw Hill Financial Inc., including its divisions, subsidiaries and associates (“MHFI”), their successors, predecessors and assigns and their current and former directors, officers and employees, both individually and in their corporate capacities (hereafter collectively known as the “MHFI Releasees”) from all claims, causes of action, suits, agreements, and damages which you may have now or in the future against the MHFI Releasees for any act, omission or event occurring up to and including the date on which you sign this Agreement, including but not limited to, any claims or causes of action you ever had, now have or could have, without limitation, pursuant to: (i) the Age Discrimination in Employment Act of 1967, Title VII of the Civil Rights Act of 1964, Sections 1981 through 1988 of Title 42 of the United States Code, the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the Family and Medical Leave Act of 1993, the Immigration Reform and Control Act, the Americans with Disabilities Act of 1990, and the Worker Adjustment and Retraining Notification Act, all as amended; the Sarbanes-Oxley Act of 2002, 18 U.S.C. §1514; Sections 748 (h)(i), 922 (h)(i) and 1057 of the Dodd-Frank Wall Street and Consumer Protection Act (the “Dodd Frank Act”), 7 U.S.C. §26(h), 15 U.S.C. §78u-6(h)(i) and 12 U.S.C. §5567(a) but excluding from this release any right you may have to receive a monetary award from the SEC as an SEC Whistleblower, pursuant to the bounty provision under Section 922(a)-(g) of the Dodd Frank Act, 7 U.S.C.. Sec. 26(a)-(g), or directly from any other federal or state agency pursuant to a similar program; (ii) New York State Human Rights Law, New York City Human Rights Law, New York Rights of Persons With Disabilities, New York Statutory Provision Regarding Retaliation/Discrimination for Filing a Workers’ Compensation Claim, New York Equal Pay Law, New York

By signing this Agreement, you represent and affirm that you have been paid and/or have received all compensation, wages, bonuses, commissions, and/or benefits to which you are entitled as of the Effective Date and that no other compensation, wages, bonuses, commissions and/or benefits are due to you as of the Effective Date, except as provided for in this Agreement.

You hereby agree that the terms of this Agreement, including the provisions of this Agreement concerning payment to you of any monies or concerning the provision to you of any other benefits, shall be kept confidential by you and shall not be disclosed to any third party, unless authorized by Platts, except that you may disclose such information to your attorney(s), your tax advisor(s) and your spouse or significant other, or as otherwise permitted under this Agreement. You agree to request any permitted third party recipient of any such information to maintain the confidentiality of the terms and provisions of this Agreement.

Except as otherwise provided under this Agreement, you agree to maintain the confidentiality of all confidential or proprietary information received by you while an employee of Platts, including all information which you know or should know Platts treats as confidential and all information not known to third parties engaged in the same or a similar business (including but not limited to Confidential Information as defined in Clause 16.2 of the Employment Contract) as Platts or that gives Platts a competitive advantage. All records, files, documents, software, laptop computer, equipment, plans, policies, and other like materials relating to Platts, or received by you in the course of your employment shall remain the sole property of Platts and shall not be copied or turned over to any third party and shall be returned by you to Platts at the time specified by Platts, but in no event later than the Termination Date.

You hereby warrant that you have not, and you agree that you will not, disparage the MHFI Releasees in any way, or make or give any comments, statements, opinions, or the like to the media about the MHFI Releasees.

With respect to any pending or future litigation or investigations involving Platts, to the extent you have information or background about them, at the request of Platts, you agree to appear and give testimony at depositions and at trial or be a witness in legal proceedings or other proceedings related to such matters. Platts shall meet such costs and expenses incurred by you in providing such assistance as it considers are reasonable and only to the extent permitted and provided for by any applicable rules, including any rules of Court or Practice Direction, from time to time. You agree to promptly

If you are contacted by, or on behalf of, anyone who has filed a lawsuit or claim, or you are subpoenaed, witness summonsed or noticed or you consent to testify under oath or be a witness in a lawsuit or claim with regard to any matter having to do with Platts, then you agree to notify MHFI’s Office of the General Counsel, McGraw Hill Financial, Inc., 55 Water Street New York, New York 10041, ***@***, within seventy-two (72) hours of such event, and with such notification you will provide a copy of any legal papers, notice, summons or subpoena received, unless such notification or provision is prohibited by law or by order of a court.

In the event that you breach Sections 9, 10, 11, or 12 of this Agreement, you shall forfeit any unpaid severance and/or separation pay and benefits, you shall be required to repay to the Company any severance and/or separation payments already made to you, and the Company shall be entitled to pursue any other relief legally available.

Nothing in this Agreement shall preclude you, the Company, any Group Companies, or MHFI from complying with any order of a court of competent jurisdiction, any law, any regulations of any statutory or regulatory authority, or any request of any government body (including, for the avoidance of doubt, HM Revenue & Customs).

Nothing in this Agreement shall preclude you from making a protected disclosure in accordance with the provisions set out in the Employment Rights Act 1996.

In the event you obtain another position with Platts or any Group Companies or if you are offered a comparable or substitute position with Platts or any Group Companies before your Termination Date, this Agreement shall automatically be deemed null and void and Platts shall have no obligation to make any payments, including any payment of the consideration stated in Section 2 of this Agreement, nor to provide any other benefits under or in connection with this Agreement.

You agree that neither the existence of this Agreement nor the obligation to pay consideration for the release of all claims, as provided in this Agreement, nor any other provision of this Agreement, shall be considered an admission by Platts of any liability, violation of law, error or omission.

This Agreement, including Attachments 1 and 2, sets forth the entire understanding of the parties concerning its subject matter, and supersedes all prior and contemporaneous understandings, memoranda, representations and agreements. Notwithstanding the foregoing, nothing in this Agreement shall diminish any prior obligation of confidentiality, non-competition or non-solicitation, if applicable, including any obligation contained in a written agreement, Platts policy, and applicable law or otherwise. In particular, the restrictive covenants contained within Clause 25 of your Employment Contract shall remain in force and continue to apply. This Agreement may not be modified or amended except by a written instrument that specifically refers to this Agreement and which is signed by both you and an officer of Platts. This Agreement shall be subject to, governed by, and enforced under the laws of the England and Wales and is subject to the jurisdiction of the English courts.

Should any provision of this Agreement be declared illegal or unenforceable by any court of competent jurisdiction and cannot be modified to be made enforceable, such provision, excluding the general