MANAGEMENT STOCKHOLDER’S AGREEMENTManagement Stockholder’s Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • Delaware
This Management Stockholder’s Agreement (this “Agreement”) is entered into as of October 4, 2004 (the “Effective Date”) between Jostens Holding Corp., a Delaware corporation (the “Company”), and the undersigned person (the “Management Stockholder”) (the Company and the Management Stockholder being hereinafter collectively referred to as the “Parties”). All capitalized terms not immediately defined are hereinafter defined in Section 7(b) of this Agreement or in the Option Plan (as such term is defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of October 4, 2004 (the “Effective Date”) by and between Jostens Holding Corp. (the “Company”) and Marc Reisch (the “Executive”).
STOCK OPTION AGREEMENT (Marc Reisch)Stock Option Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • Delaware
THIS AGREEMENT, dated as of October 4, 2004 (the “Grant Date”) is made by and between Jostens Holding Corp., a Delaware corporation (hereinafter referred to as the “Company”), and the individual whose name is set forth on the signature page hereof, who is an employee of the Company or a Subsidiary or Affiliate of the Company, hereinafter referred to as the “Optionee”. Any capitalized terms herein not otherwise defined in Article I shall have the meaning set forth in the Plan (as hereinafter defined).
SALE PARTICIPATION AGREEMENTSale Participation Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • Delaware
You have entered into a Management Stockholder’s Agreement, dated as of the date hereof, between Jostens Holding Corp., a Delaware corporation (the “Company”), and you (the “Stockholder’s Agreement”) relating to (i) the granting to you by the Company of (x) an Option (as defined in the Stockholder’s Agreement) to purchase shares of Class A common stock, par value $0.01 per share, of the Company (the “Class A Common Stock”) and (y) Restricted Stock (as defined in the Stockholder’s Agreement) and (ii) the purchase by you of the Purchased Stock (as defined in the Stockholder’s Agreement). The undersigned, Fusion Acquisition LLC, a Delaware limited liability company (“Fusion”) and DLJ Merchant Banking Partners III, L.P., DLJ Offshore Partners III-1, C.V., DLJ Offshore Partners III-2, C.V., DLJ Offshore Partners III, C.V., DLJ MB Partners III GmbH & Co. KG, Millennium Partners II, L.P. and MBP III Plan Investors, L.P. (collectively, the “DLJMB Funds” and, Fusion and the DLJMB Funds, each an
REGISTRATION RIGHTS AGREEMENT between JOSTENS HOLDING CORP. and THE STOCKHOLDERS NAMED HEREIN Dated as of October 4, 2004Registration Rights Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • New York
AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENTContribution Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal
THIS AMENDMENT NO. 1 to Contribution Agreement (this “Amendment”) is entered into as of this 30th day of September, 2004, by Jostens Holding Corp., a Delaware corporation (the “Company”), and Fusion Acquisition LLC, a Delaware limited liability company (the “Investor”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • November 12th, 2004 • Jostens Holding Corp • Jewelry, precious metal • Delaware
THIS AGREEMENT (the “Agreement”) is made effective as of October 4, 2004 (the “Grant Date”), between Jostens Holding Corp., a Delaware corporation (hereinafter called the “Company”), and the individual whose name is set forth on the signature page hereof, who is an employee of the Company or an Affiliate (as defined below) of the Company, hereinafter referred to as the “Employee”. Capitalized terms not otherwise defined herein shall have the same meanings as in the Plan (as defined below).
