0001193125-06-226656 Sample Contracts

AMENDMENT NO. 1 TO THE MASTER SEPARATION AGREEMENT
Master Separation Agreement • November 7th, 2006 • Lazard Group LLC • Finance services • Delaware

THIS AMENDMENT NO. 1 TO THE MASTER SEPARATION AGREEMENT (this “Amendment”), dated as of November 6, 2006, is among Lazard Ltd, a Bermuda exempted company (“Lazard Ltd”), Lazard Group LLC, a Delaware limited liability company (“Lazard Group”), and LAZ-MD Holdings LLC, a Delaware limited liability company (“LAZ-MD”).

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AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT
Stockholders Agreement • November 7th, 2006 • Lazard Group LLC • Finance services • Delaware

This AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (including Appendix A hereto, as such Appendix A may be amended from time to time pursuant to the provisions hereof, this “Agreement”), is made and entered into as of November 6, 2006, by and among LAZ-MD Holdings LLC, a Delaware limited liability corporation (“LAZ-MD”), the individuals listed on the signature page hereto, and, solely for the purposes of Articles I, II, IV and V hereto, Lazard Ltd, an exempted Bermuda limited company (“Lazard Ltd”).

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