0001047469-14-008982 Sample Contracts

COST SHARING AND OPERATING AGREEMENT
Cost Sharing and Operating Agreement • November 7th, 2014 • Moelis & Co • Investment advice • California

THIS COST SHARING AND OPERATING AGREEMENT (this “Agreement”) is made and entered into as of September 23, 2014 by and among Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, Moelis & Company Group LP (“Group LP”), a Delaware limited partnership, and Moelis Asset Management LP (“Management LP”), a Delaware limited partnership. Mr. Moelis, Group LP, and Management LP are hereinafter also individually referred to as “Party” and collectively as “Parties”.

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AIRCRAFT DRY LEASE
Aircraft Dry Lease • November 7th, 2014 • Moelis & Co • Investment advice • California

THIS AIRCRAFT DRY LEASE (this “Lease”) is made and entered into as of September 23, 2014, by and among Moelis & Company Manager LLC (“Lessor”), a Delaware limited liability company, on the one hand, and Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, Moelis & Company Group LP (“Group LP”), a Delaware limited partnership, and Moelis Asset Management LP (“Management LP”), a Delaware limited partnership, on the other. Mr. Moelis, Group LP, and Management LP are hereinafter also individually referred to as “Lessee” and collectively as “Lessees”.

FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MOELIS & COMPANY GROUP LP a Delaware limited partnership
Limited Partnership Agreement • November 7th, 2014 • Moelis & Co • Investment advice • Delaware

This FIRST AMENDMENT (this “Amendment”) is made by the undersigned as of November 7, 2014 to amend the Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”) of Moelis & Company Group LP, a Delaware limited partnership (the “Partnership”), dated as of April 15, 2014, by and among Moelis & Company Group GP LLC, a Delaware limited liability company, as the sole general partner (the “General Partner”), Moelis & Company, a Delaware corporation (the “Special Limited Partner”), and the Limited Partners (as defined therein) (the “Limited Partners” and, together with the General Partner, the “Partners”)

Employment Agreement
Employment Agreement • November 7th, 2014 • Moelis & Co • Investment advice • Delaware

This Employment Agreement (the “Agreement”), dated as of August 27, 2014 (the “Effective Date”), is made by and between Moelis and Company Group LP (together with any successor thereto, the “Company”) and Eric Cantor (the “Executive”).

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