Genesys Sa Sample Contracts

NON-QUALIFIED STOCK OPTION AGREEMENT- U.S.
Non-Qualified Stock Option Agreement • November 19th, 2002 • Genesys Sa • Services-business services, nec • New York
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EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 4, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k)....
Joint Filing Agreement • April 4th, 2003 • Genesys Sa • Services-business services, nec

The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 4, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k).

August 8, 2000
Credit Agreement • February 12th, 2001 • Genesys Sa
Brussels, 24 March 2003 RE : SHAREHOLDER AGREEMENT Gentlemen, As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA...
Genesys Sa • April 4th, 2003 • Services-business services, nec

As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA with a Board of Directors and a capital of 77,049,665 EURO, having its registered company office situated at 954 avenue Jean Mermoz at Montpellier (34000), registered on the Montpellier Corporate Register under the number 339 697 021 (hereafter referred to as the "Company") of which the shares are listed on the Paris New Euronext Market (Euroclear Code 3955) and represented by "American Depository Receipts" registered on Nasdaq.

JOINT FILING AGREEMENT
Joint Filing Agreement • April 18th, 2003 • Genesys Sa • Services-business services, nec

The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 17, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k).

PURCHASE GUARANTEE AGREEMENT
Purchase Guarantee Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec

PURCHASE GUARANTEE AGREEMENT, dated as of [•] January 2006, between (i) HSBC Bank plc, a company duly organized and existing under the laws of England whose registered office is at 8 Canada Square, London E14 5HQ and is registered under number 14259 (“HSBC”), and (ii) Genesys S.A., a French société anonyme whose registered office is at l’Acropole, 954-980 avenue Jean Mermoz, 34000 Montepellier and is registered under number 339 697 021, RCS (the “Company”, and together with HSBC, the “Parties”).

AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT Dated as of January 27, 2006 among GENESYS CONFERENCING, INC., as Grantor and BNP PARIBAS, as Security Agent
Security and Pledge Agreement • January 27th, 2006 • Genesys Sa • Communications services, nec • New York

AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT, dated as of January 27, 2006 (as this agreement may be amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, the "Security Agreement"), among GENESYS CONFERENCING, INC., a Delaware corporation, as the Grantor, and BNP PARIBAS, a French société anonyme, as Security Agent for the Secured Parties.

FORM OF WARRANT AGENCY AGREEMENT
Form of Warrant Agency Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York

WARRANT AGENCY AGREEMENT dated as of , 2006 (this “Agreement”) between Genesys S.A., a société anonyme organized under the laws of France (the “Company”), The Bank of New York, a New York banking corporation (the “ADS Warrant Agent).

THE BANK OF NEW YORK
Deposit Agreement • September 23rd, 2003 • Genesys Sa • Services-business services, nec

Deposit Agreement (the “Deposit Agreement”), dated as of February 12, 2001, among Genesys S.A., The Bank of New York, as Depositary, and the Owners and Beneficial Owners of American Depositary Receipts

AMENDED AND RESTATED FIRST DEMAND GUARANTEE
Genesys Sa • January 27th, 2006 • Communications services, nec

BNP PARIBAS (the "Security Agent") acting as security agent in its name and on behalf of the Lenders (as defined in the Amended and Restated Facilities Agreement)

RIGHTS AGENCY AGREEMENT
Rights Agency Agreement • July 2nd, 2003 • Genesys Sa • Services-business services, nec • New York

RIGHTS AGENCY AGREEMENT dated as of ________, 2003 (this “Agreement”) between Genesys S.A., a société anonyme organized under the laws of France (the “Company”), The Bank of New York, a New York banking corporation (the “ADS Rights Agent).

Brussels, 24 March 2003 RE : SHAREHOLDER AGREEMENT Gentlemen, As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA...
Genesys Sa • March 31st, 2003 • Services-business services, nec

As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA with a Board of Directors and a capital of 77,049,665 EURO, having its registered company office situated at 954 avenue Jean Mermoz at Montpellier (34000), registered on the Montpellier Corporate Register under the number 339 697 021 (hereafter referred to as the "Company") of which the shares are listed on the Paris New Euronext Market (Euroclear Code 3955) and represented by "American Depository Receipts" registered on Nasdaq.

INVESTMENT AGREEMENT
Investment Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec
USD 3,560,000 AMENDED AND RESTATED TERM A FACILITY AGREEMENT USD 29,490,000 AMENDED AND RESTATED TERM B FACILITY AGREEMENT USD 5,000,000 AMENDED AND RESTATED REVOLVING FACILITY AGREEMENT
Agreement • January 27th, 2006 • Genesys Sa • Communications services, nec

GENESYS CONFERENCING, INC. in its capacity as borrower under the Term A Facility, Term B Facility and the Revolving Facility ("GCI", or the "Borrower");

REGISTRATION RIGHTS AND COOPERATION AGREEMENT BETWEEN GENESYS S.A. AND THE INVESTORS DATED [ ] 2006
Registration Rights and Cooperation Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York

Genesys will grant its existing shareholders, free of charge, warrants to subscribe to newly issued ordinary shares of Genesys through a public offering in France and the United States (the “Warrants Offering”);

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