Common use of Services, etc Clause in Contracts

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement to assist, advise and consult with the respective Boards of Directors and management of each member of the Company Group and their respective subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial advisory services (collectively, the "Continuing Services"), as may be reasonably requested from ------------------- time to time by the Boards of Directors of each member of the Company Group, including but not limited to assistance in: (i) establishing and maintaining banking, legal and other business relationships for each such member and its subsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member and its subsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs; (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of the Company Group. (b) Each member of the Company Group will furnish CD&R with such information as CD&R believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each ----------- member of the Company Group recognizes and confirms that (i) CD&R will use and - rely primarily on the Information and on information available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does not assume responsibility for the accuracy or completeness of -- the Information and such other information.

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement engagement to assist, advise and consult with the respective Boards of Directors and management of each member of the Company Acquisition Group and their respective subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial advisory services (collectively, the "Continuing Services"), as may be reasonably requested from ------------------- time to time by the Boards of Directors of each member of the Company Acquisition Group, including but not limited to assistance in: (i) establishing and maintaining banking, legal and other business relationships for each such member and its subsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member and its subsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs; (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of the Company Acquisition Group. (b) Each member of the Company Acquisition Group will furnish CD&R with such information as CD&R believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each ----------- member of the Company Acquisition Group recognizes and confirms that (i) CD&R will use and - rely primarily on the Information and on information available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does not assume responsibility for the accuracy or completeness of -- the Information and such other information.

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement to assist, advise and consult with the respective Boards of Directors and management of each member of the Company Group and their respective subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial advisory services (collectively, the "Continuing Services")services, as may be reasonably requested from ------------------- time to time by the Boards Board of Directors of each any member of the Company Group, including but not limited to assistance in: (i) establishing and maintaining banking, legal and other business relationships for each such member and its subsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member and its subsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs;; 3 (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of the Company Group. (b) Each member of the Company Group will furnish CD&R with such information as CD&R believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each ----------- member of the Company Group recognizes and confirms that (i) CD&R will use and - rely primarily on the Information and on information available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does not assume responsibility for the accuracy or completeness of -- the Information and such other information.

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement engagement to assist, advise and consult with the respective Boards of Directors and management of each member of Holding and the Company Group and their respective subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial advisory services (collectively, the "Continuing Services")services, as may be reasonably requested from ------------------- time to time by the Boards of Directors of each member of Holding and the Company GroupCompany, including but not limited to assistance in: (i) establishing and maintaining banking, legal and other business relationships for each such member the Company and its subsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member the Company and its subsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs; (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of Holding and the Company GroupCompany. (b) Each member of Holding and the Company Group will furnish CD&R with such information as CD&R believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each ----------- member of Holding and the Company Group recognizes recognize and confirms confirm that (i) CD&R will use and - rely primarily on the - Information and on information available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does -- not assume responsibility for the accuracy or completeness of -- the Information and such other information.

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement to assist, advise and consult with the respective Boards of Directors and management of each member of the Company Group and their respective subsidiaries its Subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial other advisory services (collectively, the "Continuing Services"), as may be reasonably requested from ------------------- time to time by the Boards Board of Directors of each member of the Company GroupCompany, including but not limited to assistance assistance, advice or consultation in: (i) establishing and maintaining banking, legal and other business relationships relation ships for each such member the Company and its subsidiariesSubsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member the Company and its subsidiariesSubsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs; (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of the Company Groupand its Subsidiaries. (b) Each member of the The Company Group will furnish CD&R with such information as CD&R reasonably believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each ----------- member of the The Company Group recognizes and confirms that (i) CD&R will use and - rely primarily on the Information and on information in formation available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does not assume responsibility for the accuracy or completeness of -- the Information and such other information.. CD&R will keep all non-public Information confidential except to the extent such Information (x) is required to be disclosed by law or pursuant to stock exchange rules or (y) shall have become public other than through unauthorized disclosure by CD&R.

Services, etc. (a) CD&R hereby agrees during the term of this ------------- Agreement to assist, advise and consult with the respective Boards of Directors and management of each member of the Company Group and their respective subsidiaries its Subsidiaries in such manner and on such business, management and financial matters, and provide such other financial and managerial advisory services (collectively, the "Continuing Services"), as may ------------------- be reasonably requested from ------------------- time to time by the Boards Board of Directors of each member of the Company GroupCompany, including but not limited to assistance in: (i) establishing and maintaining banking, legal and other business relationships relation ships for each such member the Company and its subsidiariesSubsidiaries; (ii) developing and implementing corporate and business strategy and planning for each such member the Company and its subsidiariesSubsidiaries, including plans and programs for improving operating, marketing and financial performance, budgeting of future corporate investments, acquisition and divestiture strategies, and reorganizational programs; (iii) arranging future debt and equity financings and refinancings; and (iv) providing professional employees to serve as directors or officers of each member of the Company Groupand its Subsidiaries. (b) Each member of the The Company Group will furnish CD&R with such information as CD&R believes appropriate to its engagement hereunder (all such information so furnished being referred to herein as the "Information"). Each The Company recognizes ----------- member of the Company Group recognizes and confirms that (i) - CD&R will use and - rely primarily on the Information and on information available from generally recognized public sources in performing the services to be performed hereunder and (ii) CD&R does not assume responsibility for the -- accuracy or completeness of -- the Information and such other information.