May 29, 2008 Strictly Private and Confidential Sagard Capital Partners Management Corporation Greenwich, CT 06870 Attention: Dan Friedberg President Dear Mr. Friedberg,Confidentiality Agreement • May 30th, 2008 • Sagard Capital Partners, L.P. • Photographic equipment & supplies • New York
This confidentiality agreement (this “Agreement”) is by and between X-Rite Incorporated, a Michigan corporation (the “Disclosing Party”), and Sagard Capital Partners Management Corporation (the “Interested Party”) (each a “Party,” and collectively the “Parties”), and is being entered into in connection with the Interested Party’s desire to explore the possibility of entering into a transaction (the “Transaction”) with the Disclosing Party. In connection with the evaluation of the Transaction by the Interested Party, the Disclosing Party, one or more of its subsidiaries, or its Representatives (as defined below) may furnish certain information to the Interested Party or its Representatives regarding the Disclosing Party, its subsidiaries, its or their business, operations, financial condition, results of operations, and assets and liabilities, and in consideration of the disclosure of such information, the Parties hereby agree as follows:
