Goldman, Sachs & Co., Citigroup Global Markets Inc., UBS Securities LLC, c/o Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 Re: Nalco Holding Company - Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that Goldman,...Lock-Up Agreement • August 19th, 2005 • Goldman Sachs Group Inc/ • Security brokers, dealers & flotation companies
The undersigned understands that Goldman, Sachs & Co., Citigroup Global Markets Inc. and UBS Securities LLC, as representatives (the "Representatives"), propose to enter into an Underwriting Agreement (the "Underwriting Agreement") on behalf of the several Underwriters named in Schedule I to such agreement (collectively, the "Underwriters"), with Nalco LLC, a Delaware limited liability company (the "Selling Stockholder"), and Nalco Holding Company, a Delaware corporation (the "Company"), providing for a public offering of Common Stock, par value $0.01 per share, of the Company (the "Shares") pursuant to the Company's Registration Statement on Form S-1 (Reg. No. 333-126642) (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC").
