Limited GuarantyLimited Guaranty • July 2nd, 2007 • CDW Corp • Retail-catalog & mail-order houses • Illinois
Limited Guaranty, dated as of July 1, 2007 (this “Limited Guaranty”), by Providence Equity Partners VI L.P., a Delaware limited partnership, and Providence Equity Partners VI-A, L.P., a Delaware limited partnership (collectively, the “Guarantors”), in favor of CDW Corporation, an Illinois corporation (the “Company”). Reference is hereby made to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of May 29, 2007, among the Company, VH Holdings, Inc., a Delaware corporation (“Parent”), and VH MergerSub, Inc, an Illinois corporation and a wholly-owned subsidiary of Parent (“Sub”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement.
VH HOLDINGS, INC. VH MERGERSUB, INC. C/O MADISON DEARBORN PARTNERS, LLC THREE FIRST NATIONAL PLAZA, SUITE 3800 CHICAGO, IL 60602 July 1, 2007Merger Agreement • July 2nd, 2007 • CDW Corp • Retail-catalog & mail-order houses • Illinois
Reference is made to that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of May 29, 2007, by and among VH Holdings, Inc., a Delaware corporation (“Parent”), VH MergerSub, Inc., an Illinois corporation and a wholly owned subsidiary of Parent (“Sub”), and CDW Corporation, Inc., an Illinois corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement.
