VWR CORPORATION REGISTRATION RIGHTS AGREEMENT October 7, 2014Registration Rights Agreement • October 7th, 2014 • VWR Corp • Wholesale-professional & commercial equipment & supplies • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of October 7, 2014, between VWR Corporation, a Delaware corporation (the “Company”), and Varietal Distribution Holdings, LLC, a Delaware limited liability company (“Holdings”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Section 1. This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering of shares of its common stock, par value $0.01 per share (the “Common Stock”).
INCOME TAX RECEIVABLE AGREEMENT dated as of October 7, 2014Income Tax Receivable Agreement • October 7th, 2014 • VWR Corp • Wholesale-professional & commercial equipment & supplies • New York
This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of October 7, 2014, is hereby entered into by and among VWR Corporation, a Delaware corporation (the “Corporation”) and Varietal Distribution Holdings, LLC, a Delaware limited liability company (the “Existing Stockholders Representative”).
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • October 7th, 2014 • VWR Corp • Wholesale-professional & commercial equipment & supplies • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of October 7, 2014 by and among VWR Corporation (formerly known as VWR Investors, Inc), a Delaware corporation (the “Company”), Varietal Distribution Holdings, LLC, a Delaware limited liability company (“Investor”) and Madison Dearborn Capital Partners V-A, L.P., Madison Dearborn Capital Partners V-C, L.P., Madison Dearborn Capital Partners V Executive-A, L.P., MDCP Co-Investors (Varietal), L.P. and MDCP Co-Investors (Varietal-2), L.P. (collectively referred to herein as “MDP”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering of shares of its common stock, par value $0.01 per share (the “Common Stock”).
