GNC 2008 Annual Report Download - page 209

Agreement. If at any time (i) Ares and its Affiliates shall cease to hold 15% of the Stock held by Ares on the date of the Original Agreement or (ii) Teachers
and its Affiliates shall cease to hold at least 15% of the Stock held by Teachers on the date of the Original Agreement, each Co-Investor shall become a party
to this Agreement by executing a Co-Investor Joinder Agreement, a form of which is attached as Exhibit C hereto (the "Co-Investor Joinder Agreement"), and
deliver such executed Co-Investor Joinder Agreement to the Company at its address specified in Section 6.01 hereof. Upon such execution and delivery of the
Co-Investor Joinder Agreement, such Co-Investor shall be a "Stockholder" for all purposes of this Agreement.
SECTION 6.14. Capitalization. The parties hereto hereby agree to cooperate to ensure that Teachers shall not at any time hold more than 30% of the
shares of the Company's Class A Common Stock directly or indirectly in the aggregate, without reducing or otherwise adversely affecting any Stockholder's
economic interest in the Company or otherwise adversely affecting any Stockholder in any material manner.
SECTION 6.15. Entire Agreement. This Agreement supersedes all prior agreements, whether written or oral, between the parties with respect to its
subject matter (including the Original Agreement) and constitutes (along with the exhibits and other documents delivered pursuant to this Agreement) a
complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter.