AMENDED AND RESTATED SALE PARTICIPATION AGREEMENT

QuickLinks -- Click here to rapidly navigate through this document

Exhibit 10.17

AMENDED AND RESTATED SALE PARTICIPATION AGREEMENT

        Dated as of October    , 2004

[ NAME ]1
[ ADDRESS ]

Dear [ NAME ]:

        You have entered into an Amended and Restated Management Stockholder's Agreement, dated as of October    , 2004 between Rockwood Holdings, Inc., a Delaware corporation (the " Company "), and you (the " Stockholder's Agreement ") to amend and restate the Management Stockholder's Agreement, dated as of [ DATE ] between the Company and you relating to the purchase by you from the Company of [ NUMBER ] shares (the " Existing Purchased Stock ") of common stock, par value $0.01 per share, of the Company (the " Common Stock ") and a receipt by you from the Company of an option to acquire [ NUMBER ] shares of Common Stock from the Company (the " Existing Option ") and to set forth the terms and conditions of your rights as Management Stockholder with respect to the [ NUMBER ] additional shares of Common Stock purchased by you under the Stockholder's Agreement, a new option to purchase shares of Common Stock (the " New Option " and, together with the Existing Option, the " Options ") granted to you by the Company, the Existing Purchased Stock and the Existing Option. The undersigned, KKR 1996 Fund L.P., KKR Partners II, L.P., KKR Millennium Fund, L.P., KKR Partners III, L.P. and KKR European Fund, Limited Partnership (collectively, the " KKR Partners "), also have purchased shares of Common Stock and hereby agree with you as follows, effective upon your entering into the Stockholder's Agreement with the Company:

        1.     In the event that at any time any of the KKR Partners proposes to sell for cash or any other consideration any shares of Common Stock owned by it, in any transaction other than a Public Offering (as defined in the Stockholder's Agreement) or a sale to an affiliate of KKR Partners, the KKR Partners will notify you or your Management Stockholder's Estate or Management Stockholder's Trust (as such terms are defined in Section 2 of the Stockholder's Agreement and collectively with you, the " Management Stockholder Entities "), as the case may be, in writing (a " Notice ") of such proposed sale (a " Proposed Sale ") and the material terms of the Proposed Sale as of the date of the Notice (the " Material Terms ") promptly, and in any event not less than 15 calendar days prior to the consummation of the Proposed Sale and not more than 5 calendar days after the execution of the definitive agreement relating to the Proposed Sale, if any (the " Sale Agreement "). If within 10 calendar days of the applicable Management Stockholder Entities' receipt of such Notice, the KKR Partner receives from the applicable Management Stockholder Entities, a written request (a " Request ") to include Common Stock held by the applicable Management Stockholder Entities in the Proposed Sale (which Request shall be irrevocable unless (a) there shall be a material adverse change in the Material Terms or (b) if otherwise mutually agreed to in writing by the applicable Management Stockholder Entities and the KKR Partner), the Common Stock held by you will be so included as provided herein; provided that only one Request, which shall be executed by the applicable Management Stockholder Entities, may be delivered with respect to any Proposed Sale for shares of Common Stock held by the applicable Management Stockholder Entities. Promptly after the execution of the Sale Agreement, the KKR Partner will furnish the applicable Management Stockholder Entities with a copy of the Sale Agreement, if any.

        2.     (a) The maximum number of shares of Common Stock which the applicable Management Stockholder Entities will be permitted to include in a Proposed Sale pursuant to a Request will be the number of shares of Common Stock then held by the Management Stockholder Entities, including all shares of Common Stock which the Management Stockholder Entities are then entitled to acquire under unexercised Options, to the extent then exercisable or would become exercisable as a result of the consummation of the Proposed Sale, multiplied by a fraction, the numerator of which is the number of shares of Common Stock being sold by KKR Partners and any investment partnerships and

investment limited liability companies affiliated with KKR Partners and the denominator of which is the aggregate number of shares of Common Stock owned by KKR Partners and any investment partnerships and investment limited liability companies affiliated with KKR Partners.

        (b)   If one or more holders of shares of Common Stock who have been granted the same rights granted to the Management Stockholder Entities hereunder elect not to include the maximum number of shares of Common Stock which such holders would have been permitted to include in a Proposed Sale (the " Eligible Shares "), KKR Partners, or such remaining