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Exhibit 10.1
Warner Chilcott Limited
Canon’s Court
22 Victoria Street
Hamilton HM12
Bermuda
January 12, 2007
Re: Voting
Agreement
Ladies and Gentlemen:
DLJMB Overseas Partners III, C.V.,
DLJ Offshore Partners III, C.V., DLJ Offshore Partners III-1, C.V.,
DLJ Offshore Partners III-2, C.V., DLJ MB Partners III GmbH &
Co. KG, Millennium Partners II, L.P. and MBP III Plan Investors,
L.P. hereby agree with Warner Chilcott Limited (the
“Company”) not to vote any shares of common stock of
the Company beneficially owned by them in excess of 9.99% of the
outstanding shares of common stock of the Company.
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Sincerely,
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DLJ MERCHANT BANKING III, INC., as
Managing General Partner on behalf of
DLJMB
OVERSEAS PARTNERS III,
C.V.
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By:
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/s/ Michael
Isikow
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Name: Michael
Isikow
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Title: Principal
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MBPSLP, Inc.,
as Special Limited Partner
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By:
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/s/ Michael
Isikow
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Name: Michael Isikow
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Title: Vice
President
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DLJ MERCHANT BANKING III, INC., as
Advisory General Partner on behalf of
DLJ
OVERSEAS PARTNERS III,
C.V.
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By:
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/s/
Mi
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