0000950157-08-000665 Sample Contracts

Lazard Ltd Class A Common Stock, par value $0.01 per share Underwriting Agreement
Underwriting Agreement • September 5th, 2008 • Lazard LTD • Investment advice • New York

The shareholders of Lazard Ltd, a company incorporated under the laws of Bermuda (the “Company”), named in Schedule II hereto (the “Selling Shareholders”), propose to enter into a Pricing Agreement (the “Pricing Agreement”) in the form of Annex V hereto, with such additions and deletions as the parties thereto my determine, and, subject to the terms and conditions stated herein and therein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate number of shares identified in such Pricing Agreement (the “Firm Shares”) and, at the election of the Underwriters, up to an aggregate number of additional shares identified in such Pricing Agreement (the “Optional Shares”) of Class A Common Stock, par value $0.01 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof and the Pricing Agreement are herein collectively called the “Shares”.

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Pricing Agreement
Pricing Agreement • September 5th, 2008 • Lazard LTD • Investment advice
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