August 25, 2006 Ronald S. Lauder RSL Investment Corp. RSL Investment LLC RAJ Family Partners, L.P 767 Fifth Avenue, Suite 4200 New York, New York 10153 Leonard A. Lauder LWG Family Partners, L.P. 767 Fifth Avenue, Suite 4000 New York, New York 10153...Purchase Agreement • August 29th, 2006 • Lauder Ronald S • Television broadcasting stations • New York
Reference is hereby made to the Purchase Agreement by and among Ronald S. Lauder ("RSL"), RSL Investments Corp., a Delaware corporation ("RIC"), RSL Investment LLC, a Delaware limited liability company ("RIL"), RAJ Family Partners, L.P, a Georgia limited partnership ("RAJ"), Leonard A. Lauder ("LAL"), LWG Family Partners, L.P., a Georgia limited partnership ("LWG"), and Adele (Guernsey) L.P., a Guernsey limited partnership ("APAX SPV"), dated as of August 25, 2006 (the "Purchase Agreement"). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Purchase Agreement. As an inducement for RSL, RIC, RIL, RAJ, LAL, and LWG to enter into the Purchase Agreement and in connection therewith, RSL, RIC, RIL, RAJ, LAL, LWG, APAX SPV, Apax Europe VI-A, L.P. ("APAX Fund VI-A") and Apax Europe VI-1, L.P. (together with APAX Fund VI-A, the "APAX Funds") have entered into this letter agreement.
ARTICLE II REPRESENTATIONS AND WARRANTIESPurchase Agreement • August 29th, 2006 • Lauder Ronald S • Television broadcasting stations • New York
