0001193125-07-114405 Sample Contracts

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LP
Limited Partnership Agreement • May 15th, 2007 • Evercore Partners Inc. • Investment advice • Delaware

This Amendment No. 1, dated as of May 9, 2007 (this “Amendment”), to the Amended and Restated Limited Partnership Agreement, dated as of August 16, 2006 (the “Partnership Agreement”) of Evercore LP, a Delaware limited partnership, is made by Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner (the “General Partner”). Capitalized terms used herein but not defined herein shall have the meaning set forth in the Partnership Agreement.

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