REGISTRATION RIGHTS JOINDER AGREEMENT
THIS AGREEMENT (this "Agreement") is made as of August 1, 1994, by and
among U.S. Aggregates, Inc., a Delaware corporation (the "Company"), Golder,
Thoma, Xxxxxxx, Xxxxxx Fund IV Limited Partnership ("GTCR"), and Xxxxxx X.
Xxxxxxxxx ("Xxxxxxxxx").
WHEREAS, the Company, GTCR and certain other stockholders of the
Company are parties to a Registration Agreement, dated as of January 24,
1994, as amended (the "Registration Agreement").
WHEREAS, the Company and Xxxxxxxxx have entered into a Stock Purchase
Agreement, dated as of the date hereof, pursuant to which the Executive has
purchased shares of the Company's Common Stock, par value $.01 per share
("Common Stock").
WHEREAS, the Company and GTCR desire to provide Xxxxxxxxx rights under
the Registration Agreement as set forth herein.
NOW, THEREFORE, the parties hereto agree as follows:
1. ADDITION OF THE EXECUTIVE. The parties hereto agree that, by and
upon execution of this Agreement, Xxxxxxxxx shall be a party to the
Registration Agreement, shall be a holder of Executive Registrable Securities
(as defined in the Registration Agreement) and shall be entitled to the
rights and benefits and subject to the duties and obligations of a holder of
Registrable Securities thereunder, as fully as if Xxxxxxxxx had been
an original signatory thereto in such capacity.
2. CONTINUING EFFECT. This Agreement shall not constitute an
amendment or waiver of any provision of the Registration Agreement, which
shall continue and remain in full force and effect in accordance with its
terms.
3. COUNTERPARTS. This Agreement may be executed in separate
counterparts each of which shall be an original and all of which taken
together shall constitute one and the same agreement.
4. GOVERNING LAW. All questions concerning the construction,
validity and interpretation of this Agreement shall be governed by and
construed in accordance with the internal law, and not the law of conflicts,
of Delaware.
5. DESCRIPTIVE HEADINGS. The descriptive headings of this Agreement
are inserted for convenience only and do not constitute a part of this
Agreement.
* * * *
IN WITNESS WHEREOF, this Agreement has been entered into as of the date
first written above.
U.S. AGGREGATES, INC.
By: /s/ Xxxxxxx Xxxxx
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Its: Chief Financial Officer
GOLDER, THOMA, XXXXXXX, XXXXXX FUND
IV LIMITED PARTNERSHIP
By: Golder, Thoma, Cressey, Raumer, Inc.
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Its: General Partner
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By: /s/ Xxxxx Xxxxxx
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Its:
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/s/ Xxxxxx X. Xxxxxxxxx
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Xxxxxx X. Xxxxxxxxx
