KKR MANAGEMENT LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of July 14, 2010Limited Liability Company Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of KKR MANAGEMENT LLC (the “Company”), dated as of July 14, 2010, by and among the members of the Company listed on Annex A hereto, and such other persons that are admitted to the Company as members after the date hereof in accordance herewith.
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF KKR & CO. L.P. dated as of July 14, 2010Limited Partnership Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • Delaware
THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF KKR & CO. L.P. dated as of July 14, 2010, is entered into by and among KKR Management LLC, a Delaware limited liability company, as the Managing Partner, the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
TAX RECEIVABLE AGREEMENT dated as of July 14, 2010Tax Receivable Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • New York
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of July 14, 2010, 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.
REGISTRATION RIGHTS AGREEMENT OF KKR & CO. L.P. Dated as of July 14, 2010Registration Rights Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of July 14, 2010, by and among KKR & Co. L.P., a Delaware limited partnership (the “Partnership”), KKR Holdings L.P., a Cayman limited partnership (“KKR Holdings”), and any Covered Person (defined below) from time to time party hereto.
EXCHANGE AGREEMENTExchange Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • Delaware
EXCHANGE AGREEMENT (the “Agreement”), dated as of July 14, 2010, among KKR Management Holdings L.P., KKR Fund Holdings L.P., KKR Holdings L.P. and KKR & Co. L.P.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 20th, 2010 • KKR & Co. L.P. • Investment advice • Delaware
This Indemnification Agreement is dated as of , 2010 (this “Agreement”) and is by and among KKR Management LLC, a Delaware limited liability company (the “Managing Partner”), KKR & Co. L.P., a Delaware limited partnership (the “Partnership”), and [Name of director] (the “Indemnitee”).
