June 30, 2005Management Agreement • July 1st, 2005 • Lafarge North America Inc • Cement, hydraulic • New York
This letter confirms our agreement to enter into the Amended and Restated Management Agreement (the “New Management Agreement”) attached as Annex A by and among Lafarge North America Inc., a Maryland corporation (“LNA”), Lafarge S.A., a corporation organized and existing under the laws of France (“Lafarge”), and Blue Circle North America, an Alabama corporation and an indirect subsidiary of Lafarge (“BCNA”), effective as of January 1, 2006, subject to receipt by Lafarge of approval by its Board of Directors. Lafarge agrees to undertake its good faith reasonable best efforts to submit the New Management Agreement to its Board of Directors for its consideration by no later than September 15, 2005 and agrees to recommend that the Board approve the New Management Agreement. If such approval is obtained, the parties will promptly execute the New Management Agreement.
