SUBSCRIPTION AGREEMENTSubscription Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • Delaware
This Subscription Agreement (this “Agreement”) is made as of May 21, 2009, by and among Evercore LP, a Delaware limited partnership (the “Partnership”), Evercore Partners Inc., a Delaware corporation, as general partner of the Partnership (the “General Partner”), and Ralph L. Schlosstein (the “Investor”) and Jane Hartley, as the Trustee of the Ralph L. Schlosstein 1998 Long-Term Trust under agreement dated as of February 2, 1998, between Ralph L. Schlosstein, as Donor, and Jane Hartley, as Trustee (the “Trust”) and, together with the Investor, the “Investors”). Capitalized terms used herein but not defined herein shall have the meaning set forth in the Partnership Agreement (as defined below)
Confidentiality, Non-Solicitation and Proprietary Information Agreement (Evercore Senior Managing Director)Confidentiality, Non-Solicitation and Proprietary Information Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • New York
This Confidentiality, Non-Solicitation and Proprietary Information Agreement (the “Agreement”), is made on this 21st day of May, 2009, between Evercore Partners Inc. (the “Company”), and the employee signatory hereof (the “Employee”).
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • New York
THIS AGREEMENT (the “Agreement”) is made on May 21, 2009 between Evercore Partners Inc. (the “Company”) and Ralph L. Schlosstein (the “Participant”).
AMENDMENT NO. 2 TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LPLimited Partnership Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • Delaware
This Amendment No. 2 (the “Amendment”) to the Amended and Restated Limited Partnership Agreement, dated as of August 7, 2006, as supplemented by the Supplement to the Amended and Restated Limited Partnership Agreement on August 7, 2006, and as amended on May 9, 2007 by Amendment No. 1 to the Amended and Restated Limited Partnership Agreement (collectively, as amended, supplemented or modified from time to time, the “Partnership Agreement”), of Evercore LP, a Delaware limited partnership (the “Partnership”), by and among Evercore Partners Inc., a Delaware corporation, as general partner of the Partnership (the “General Partner”), and the Limited Partners (as defined therein) of the Partnership, is made as of the 27th day of May, 2009. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Partnership Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • New York
EMPLOYMENT AGREEMENT (the “Agreement”) made as of May 21, 2009 by and between Evercore Partners Inc. (the “Company”), Evercore LP (the “Partnership”) (Company and Partnership, each and collectively, “Employer”) and Ralph L. Schlosstein (the “Executive”).
