AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LP Dated as of [ ], 2006Limited Partnership Agreement • May 12th, 2006 • Evercore Partners Inc. • Delaware
This AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Evercore LP (the “Partnership”) is made as of the [ ] day of [ ], 2006, by and among Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner, and the Limited Partners (as defined herein) of the Partnership.
ContractJoinder Agreement • May 12th, 2006 • Evercore Partners Inc. • New York
TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of , 2006, by and among Evercore Partners Inc., a Delaware corporation (the “Corporation”), and each of the Partners from time to time party hereto.
VOTING AGREEMENTVoting Agreement • May 12th, 2006 • Evercore Partners Inc. • New York
VOTING AGREEMENT, dated as of [ ], 2006 (this “Agreement”), between Roger C. Altman and Austin M. Beutner (each, a “Shareholder” and collectively, the “Shareholders”).
REGISTRATION RIGHTS AGREEMENT OF EVERCORE PARTNERS INC. Dated as of [ ], 2006Registration Rights Agreement • May 12th, 2006 • Evercore Partners Inc. • New York
This REGISTRATION RIGHTS AGREEMENT (including Appendix A hereto, as such Appendix A may be amended from time to time pursuant to the provisions hereof, this “Agreement”), is made and entered into as of [ ], 2006, by and among Evercore Partners Inc., a Delaware corporation (the “Company”), and the Covered Persons (defined below) from time to time party hereto.
