Confidentiality AgreementConfidentiality Agreement • October 4th, 2016 • Sothebys • Services-business services, nec • New York
In order to allow Richard T. McGuire III, Marcato Capital Management LP, Marcato, L.P., Marcato II, L.P., and Marcato International Master Fund, Ltd. (collectively, “you”) to evaluate a possible transaction (the “Proposed Transaction”) between you and Sotheby’s (the “Company”), the Company is prepared to inform you, following your execution and delivery to us of this letter agreement, of certain non-public information concerning the Company (such information, the “Evaluation Material”). You acknowledge that the Evaluation Material furnished to you may include information that, at the time it is furnished to you, may be deemed to constitute “material, non-public information” concerning the Company, its affiliates or its securities (“MNPI”).
SHARE REPURCHASE AGREEMENTShare Repurchase Agreement • October 4th, 2016 • Sothebys • Services-business services, nec
THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 3, 2016, by and among Marcato, L.P., and Marcato II, L.P., each a Delaware limited partnership (collectively, the “Sellers”), and Sotheby’s, a Delaware corporation (the “Purchaser”).
