Reference is made to the Letter Agreement, dated August 13, 2009 (the “JPMorgan Consulting Agreement”), among ServiceMaster Global Holdings, Inc. (the “Company”), The ServiceMaster Company, LLC (formerly known as The Service Master Company) (“SvM”)...Jpmorgan Consulting Agreement • June 19th, 2014 • Servicemaster Global Holdings Inc • Services-management services • New York
Upon the terms and conditions of this letter agreement, the parties hereby acknowledge and consent to the termination of the JPMorgan Consulting Agreement pursuant to paragraph 8 thereof upon the termination of the Amended and Restated Consulting Agreement, dated as of November 23, 2009, by and among the Company, SvM and Clayton, Dubilier & Rice, LLC (the “CD&R Consulting Agreement”), which is being terminated in connection with the Company’s initial public offering of shares of its common stock pursuant to the Company’s Registration Statement on Form S-1 (Registration No. 333-194772) (the “IPO”). In connection with and as consideration for the termination of the JPMorgan Consulting Agreement, the Company agrees to pay a fee of $500,000 to JPMorgan (the “JPMorgan Termination Fee”) on the closing date of the Company’s IPO. Upon the termination of the CD&R Consulting Agreement, the JPMorgan Consulting Agreement will terminate, provided that, paragraph 1 thereof shall survive solely as to
