0001144204-12-041516 Sample Contracts

AMENDED AND RESTATED CO-MANAGER AGREEMENT
Co-Manager Agreement • July 27th, 2012 • Icahn Enterprises L.P. • Motor vehicle parts & accessories • New York

Amended and Restated Co-Manager Agreement (the “Agreement”) made as of the 1st day of August 2012 (the “Execution Date”) by and between Icahn Enterprises L.P. and Icahn Capital LP (collectively, the “Employer”), and Brett Icahn (the “Employee”, and the Employee and David Schechter, each a “Co-Manager” and together the “Co-Managers”). Unless otherwise defined herein a capitalized term used herein shall have the meaning attributed to it in Section 15 hereof.

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