FORM OF TAX RECEIVABLE AGREEMENT dated as ofTax Receivable Agreement • August 13th, 2008 • KKR & Co. L.P. • Investment advice • New York
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of , 2008, is hereby entered into by and among KKR Holdings L.P., a Cayman limited partnership (“KKR Holdings”), KKR Management Holdings Corp., a Delaware corporation (“Management Holdings”), KKR & Co. L.P., a Delaware limited partnership (“Parent”), KKR Management Holdings, L.P., a Delaware limited partnership (“Group Partnership I”), and together with all other Persons (as defined herein) who execute and deliver a joinder contemplated in Section 7.14.
FORM OF CONTINGENT VALUE INTERESTS AGREEMENTContingent Value Interests Agreement • August 13th, 2008 • KKR & Co. L.P. • Investment advice • Delaware
CONTINGENT VALUE INTERESTS AGREEMENT, dated as of , between KKR & Co. L.P., a Delaware limited partnership (hereinafter called the “Partnership”), and , as trustee (hereinafter called the “Trustee”).
FORM OF EXCHANGE AGREEMENTForm of Exchange Agreement • August 13th, 2008 • KKR & Co. L.P. • Investment advice • Delaware
EXCHANGE AGREEMENT (the “Agreement”), dated as of , 2008, among KKR & Co. L.P., KKR Management Holdings L.P., KKR Fund Holdings L.P. and KKR Holdings L.P.(1)
PURCHASE AND SALE AGREEMENT by and among KKR & CO. L.P., KKR PRIVATE EQUITY INVESTORS, L.P., KKR PEI ASSOCIATES, L.P. (solely for purposes of Section 1.4), KKR HOLDINGS L.P. (solely for purposes of Section 4, Section 5.5, Section 5.13(b) and Section...Purchase and Sale Agreement • August 13th, 2008 • KKR & Co. L.P. • Investment advice • New York
This PURCHASE AND SALE AGREEMENT, dated as of July 27, 2008 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among (1) KKR & Co. L.P., a Delaware limited partnership (the “Purchaser”), acting through KKR Management LLC, a Delaware limited liability company (the “Purchaser GP”) in its capacity as the general partner of the Purchaser, (2) KKR Private Equity Investors, L.P., a Guernsey limited partnership (the “Seller”), acting through KKR Guernsey GP Limited, a Guernsey company limited by shares (the “Seller GP”) in its capacity as the general partner of the Seller, (3) KKR PEI Associates, L.P., a Guernsey limited partnership (the “Acquired Partnership GP”), acting in its capacity as the general partner of KKR PEI Investments, L.P., a Guernsey limited partnership (the “Acquired Partnership”), and acting through KKR PEI GP Limited, a Guernsey company limited by shares in its capacity as general partner of the Acquired Partnership
