AMENDED AND RESTATED OPERATING AGREEMENT Dated as of March 31, 2006Operating Agreement • April 6th, 2006 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials • Delaware
THIS AMENDED AND RESTATED OPERATING AGREEMENT of Boise Cascade Holdings, L.L.C. (this “Agreement”), dated as of March 31, 2006, is executed and agreed to for good and valuable consideration by the Members.
MANAGEMENT EQUITY AGREEMENT BETWEEN FOREST PRODUCTS HOLDINGS, L.L.C. AND EACH OF THE PERSONS LISTED ON THE SIGNATURE PAGES HERETO Dated as of April 3, 2006Management Equity Agreement • April 6th, 2006 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials • Delaware
THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER STATE SECURITIES LAWS. THE SECURITIES ARE BEING SOLD IN RELIANCE UPON EXEMPTIONS FROM SUCH REGISTRATION AND QUALIFICATION REQUIREMENTS. THE SECURITIES CANNOT BE SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE RESTRICTIONS ON TRANSFERABILITY SET FORTH IN THIS AGREEMENT AND APPLICABLE FEDERAL AND STATE SECURITIES LAWS.
DIRECTOR EQUITY AGREEMENT BETWEEN FOREST PRODUCTS HOLDINGS, L.L.C. AND EACH OF THE PERSONS LISTED ON THE SIGNATURE PAGES HERETO Dated as of April 3, 2006Director Equity Agreement • April 6th, 2006 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials • Delaware
THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER STATE SECURITIES LAWS. THE SECURITIES ARE BEING SOLD IN RELIANCE UPON EXEMPTIONS FROM SUCH REGISTRATION AND QUALIFICATION REQUIREMENTS. THE SECURITIES CANNOT BE SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE RESTRICTIONS ON TRANSFERABILITY SET FORTH IN THIS AGREEMENT AND APPLICABLE FEDERAL AND STATE SECURITIES LAWS.
