Commitment Letter (the “Commitment Letter”)Commitment Letter • April 7th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components
Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as the same may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Camelot Return Intermediate Holdings, LLC, a Delaware limited liability company (“Parent”), Camelot Return Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Cornerstone Building Brands, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Merger Agreement.
LIMITED GUARANTEELimited Guarantee • April 7th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components • Delaware
This Limited Guarantee, dated as of March 5, 2022 (this “Limited Guarantee”), by Clayton, Dubilier & Rice Fund X, L.P. (“Guarantor”), is in favor of Cornerstone Building Brands, Inc., a Delaware corporation (the “Guaranteed Party”). Capitalized terms used herein but not defined shall have the meanings given thereto in the Merger Agreement (as defined below).
