0001193125-12-445015 Sample Contracts

SECOND AMENDMENT TO AGREEMENT RELATING TO RETENTION AND NONCOMPETITION AND OTHER COVENANTS
Agreement Relating to Retention and Noncompetition and Other Covenants • November 1st, 2012 • Lazard LTD • Investment advice

Second Amendment (the “Second Amendment”), dated as of October 24, 2012 (the “Effective Date”), to Agreement Relating to Retention and Noncompetition and Other Covenants by and among Lazard Ltd, a company incorporated under the Laws of Bermuda (“PubliCo”), Lazard Group LLC, a Delaware limited liability company and successor to Lazard LLC (“Lazard”), on its behalf and on behalf of their subsidiaries and affiliates (collectively with PubliCo, Lazard and its and their predecessors and successors, the “Firm”), and Kenneth M. Jacobs (the “Executive”), dated as of March 18, 2005, and amended on March 23, 2010 (as amended, this “Agreement”); and

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CREDIT AGREEMENT among LAZARD GROUP LLC, as Borrower, The Several Banks from Time to Time Parties Hereto, and CITIBANK, N.A., as Administrative Agent Dated as of September 25, 2012 CITIGROUP GLOBAL MARKETS INC., as Lead Arranger
Credit Agreement • November 1st, 2012 • Lazard LTD • Investment advice • New York

CREDIT AGREEMENT, dated as of September 25, 2012, among LAZARD GROUP LLC, a Delaware limited liability company (the “Company”), the several Banks, financial institutions, or other entities from time to time parties hereto, and CITIBANK, N.A., a national banking association (“Citibank”), as administrative agent for the Banks hereunder (in such capacity, the “Administrative Agent”).

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