by and amongAgreement and Plan of Merger • June 1st, 1998 • Cd&r Investment Associates Ii Inc • Instruments for meas & testing of electricity & elec signals • New York
1. BACKGROUND. (a) Pursuant to an Agreement and Plan of Merger, ---------- dated as of December 20, 1997 (the "MERGER AGREEMENT"), between the Company and ---------------- CDRD Merger Corporation, a Delaware corporation ("MERGERCO"), formed by the...Registration Rights Agreement • June 1st, 1998 • Cd&r Investment Associates Ii Inc • Instruments for meas & testing of electricity & elec signals • New York
Exhibit 2 --------------------------------------------------------------------- ----------- ------------------------------------------------------------------- ------------- U.S. OFFICE PRODUCTS COMPANY REGISTRATION RIGHTS AGREEMENT Dated as of June...Registration Rights Agreement • June 22nd, 1998 • Cd&r Investment Associates Ii Inc • Retail-catalog & mail-order houses • New York
Exhibit 4 Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments...Joint Filing Agreement • June 22nd, 1998 • Cd&r Investment Associates Ii Inc • Retail-catalog & mail-order houses
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of U.S. Office Products Company and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings.
ii 3 (r) Intellectual Property............................................16 (s) Brokers or Finders...............................................17 (t) Disclosure.......................................................17 (u) No Solicitation by...Investment Agreement • April 26th, 1999 • Cd&r Investment Associates Ii Inc • Retail-catalog & mail-order houses • Delaware
June 10, 1998 CDR-PC Acquisition, L.L.C. c/o Clayton, Dubilier & Rice Fund V Limited Partnership 1403 Foulk Road, Suite 106 Wilmington, Delaware 19803 Gentlemen: Reference is made to the Investment Agreement, dated as of January 12, 1998 (as amended...Cd&r Investment Associates Ii Inc • June 22nd, 1998 • Retail-catalog & mail-order houses
MANAGEMENT EQUITY AGREEMENT (Reno)Management Equity Agreement • June 1st, 1998 • Cd&r Investment Associates Ii Inc • Instruments for meas & testing of electricity & elec signals • New York
U.S. Office Products Company 1025 Thomas Jefferson Street, N.W. Suite 600 East Washington, D.C. 20007Cd&r Investment Associates Ii Inc • April 26th, 1999 • Retail-catalog & mail-order houses
