among VIVENDI UNIVERSAL ENTERTAINMENT LLLP, as Borrower,Loan Agreement • June 30th, 2003 • Vivendi Universal • Water supply • New York
Page ---- Article I DEFINITIONS................................................ ...........................................1 1.1 Certain Definitions........... ........................................................................1 1.2 Capitalized...Stockholders Agreement • May 18th, 2004 • Vivendi Universal • Water supply • New York
AGREEMENTAgreement • June 30th, 2003 • Vivendi Universal • Water supply
AMENDED AND RESTATED LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENT ofVivendi Universal • May 17th, 2002 • Water supply • Delaware
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(D)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 HOUGHTON MIFFLIN COMPANY (Name of Subject Company) HOUGHTON MIFFLIN COMPANY...Merger Agreement • June 8th, 2001 • Vivendi Universal • Services-business services, nec
EXHIBIT 99.3 LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENTVivendi Universal • December 19th, 2001 • Services-business services, nec • Delaware
EXECUTION COPY EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated September 25, 2002, by and between Vivendi Universal U.S. Holding Co. (the "Company") and Mr. Edgar Bronfman, Jr. (the "Executive"). WHEREAS, the Company desires to...Employment Agreement • June 30th, 2003 • Vivendi Universal • Water supply • New York
ANDDeposit Agreement • December 29th, 2000 • Vivendi Universal • Services-business services, nec • New York
DEPOSIT AGREEMENTDeposit Agreement • December 17th, 2008 • Vivendi • Water supply • New York
THIS SUBSCRIPTION AGREEMENT is made on 8 October 2001 EXHIBIT 6 BETWEEN: (1) FRIEDLAND FINANCE (NUMBER TWO) LIMITED, a private limited company incorporated under the laws of England and Wales with its registered office at 15 Appold Street, London,...Subscription Agreement • October 25th, 2001 • Vivendi Universal • Services-business services, nec • England
CONFORMED COPY AGREEMENT AND PLAN OF MERGER Dated as of June 1, 2001Agreement and Plan of Merger • June 8th, 2001 • Vivendi Universal • Services-business services, nec • New York
Date Dec 17, 2001 PRIVILEGED & CONFIDENTIAL Edgar M. Bronfman Vivendi Universal 375 Park Avenue New York, New York 10152 Dear Edgar, I am writing to set out our agreement regarding your retirement from Vivendi Universal (the "Company") and its...Vivendi Universal • June 30th, 2003 • Water supply
EXHIBIT 99.3 SECOND SUPPLEMENTAL INDENTURE, dated as of November 15, 2000, to the Indenture dated as of September 15, 1991, as supplemented by the First Supplemental Indenture, dated as of June 21, 1999 (as supplemented, the "Indenture"), among Joseph...Supplemental Indenture • February 5th, 2001 • Vivendi Universal • Services-business services, nec • New York
EXHIBIT 44 AMENDED AND RESTATED TRANSACTION AGREEMENTTransaction Agreement • May 17th, 2002 • Vivendi Universal • Water supply • Delaware
AMONGStock and Asset Purchase Agreement • February 5th, 2001 • Vivendi Universal • Services-business services, nec • New York
AMONGGovernance Agreement • December 19th, 2001 • Vivendi Universal • Services-business services, nec • Delaware
August 28, 2001 Agreement and Plan of Merger, Dated as of May 20, 2001 and Modified as of June 13, 2001, Among Vivendi Universal, S.A., MP3.com, Inc. and Metronome Acquisition Sub Inc. Ladies and Gentlemen: We have acted as counsel for Vivendi...Vivendi Universal • August 28th, 2001 • Services-business services, nec
BY AND AMONGBusiness Combination Agreement • November 4th, 2003 • Vivendi Universal • Water supply • New York
EXHIBIT 49 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR UNDER ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED EXCEPT AS EXPRESSLY PERMITTED UNDER THE...Equity Warrant Agreement • May 17th, 2002 • Vivendi Universal • Water supply • New York
DATED 13TH MAY, 2003 BETWEENRestatement Agreement • June 30th, 2003 • Vivendi Universal • Water supply • England
EXECUTION AGREEMENT AGREEMENT AND PLAN OF MERGER AND EXCHANGEExecution Agreement • December 19th, 2001 • Vivendi Universal • Services-business services, nec • Delaware
EXHIBIT 2.1 TRANSACTION AGREEMENTTransaction Agreement • December 19th, 2001 • Vivendi Universal • Services-business services, nec • Delaware
EXHIBIT 99.1 AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • December 19th, 2001 • Vivendi Universal • Services-business services, nec • Delaware
EXHIBIT 10.5 FORM OF CUSTODY AGREEMENT MEMORANDUM OF AGREEMENT made as of the day of , 2000. BETWEEN: VIVENDI, a corporation existing under the laws of France (hereinafter referred to as "Vivendi", as such term is modified in section 1.1 of the Merger...Memorandum of Agreement • October 30th, 2000 • Vivendi Universal • Ontario
SUPPLEMENTAL INDENTURESupplemental Indenture • December 1st, 2003 • Vivendi Universal • Water supply • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is made as of November 21, 2003, between Vivendi Universal S.A., a French société anonyme (the “Company”), and The Bank of New York, as trustee (the “Trustee”). Any term used but not defined herein shall have the corresponding meaning given to it in the Indenture.
Exchange and Registration Rights AgreementVivendi Universal • July 2nd, 2003 • Water supply • New York
Goldman Sachs International, J.P. Morgan Securities Ltd., Banc of America Securities LLC, Royal Bank of Scotland plc, Citigroup Global Markets Limited (formerly known as Salomon Brothers International Limited) As representatives of the several Initial Purchasers named in Schedule I to the Purchase Agreement c/o Goldman Sachs International, Peterborough Court, 133 Fleet Street, London EC4A 2BB.
ARTICLE ONESupplemental Agreement • February 5th, 2001 • Vivendi Universal • Services-business services, nec • New York
M6 LOGO)Vivendi Universal • January 9th, 2006 • Water supply
After having consulted the relevant labor relations committees, Vivendi Universal, TF1 and M6 have signed an agreement on January 6, 2006, in accordance with the announcement made on December 16, 2005. This agreement seeks to combine the pay-TV businesses in France of Group Canal+ and TPS within a group controlled by Vivendi Universal,
Vivendi Universal, CANAL+ Group, Lagardere: Draft agreement on the acquisition by Lagardere of a 20% stake in CANAL+ France IMPORTANT NOTICE: INVESTORS ARE STRONGLY URGED TO READ THE IMPORTANT LEGAL DISCLAIMER AT THE END OF THIS PRESENTATIONVivendi Universal • February 17th, 2006 • Water supply
This transaction is the second step of the Pay-TV combination announced in December 2005 between Vivendi Universal, TF1 and M6 with the aim of creating a leader in the French broadcasting industry This transaction follows an industrial logic. It will allow: the full integration of 100% of CANALSAT within CANAL+ France Lagardere's participation, along with the other shareholders (VU / CANAL+ Group, TF1, M6), to the optimal development of the new entity CANAL+ France CANAL+ France will be a leader in French broadcasting, contributing to growing and broadening the Pay-TV industry to the benefit of consumers
1 EXHIBIT 99.3 [VIVENDI UNIVERSAL LOGO] VIVENDI UNIVERSAL WILL ENTER INTO A MONETIZATION AGREEMENT CONNECTED TO ITS BSKYB INVESTMENT PARIS, SEPTEMBER 25, 2001 - Vivendi Universal [PARIS BOURSE: EX FP; NYSE: V] will enter into a monetization structure...Vivendi Universal • September 25th, 2001 • Services-business services, nec
Page ---- ARTICLE I DEFINITIONS................................................ ......................................2 1.1 Certain Definitions................ ...................................................................2 1.2 Capitalized...Liquidity Rights Agreement • May 18th, 2004 • Vivendi Universal • Water supply • New York
EXHIBIT 10.6 FORM OF EXCHANGE TRUST AGREEMENT MEMORANDUM OF AGREEMENT made as of the day of , 2000. AMONG: VIVENDI, a corporation existing under the laws of France (hereinafter referred to as "Vivendi", as such term is modified in section 1.1 of the...Agreement • October 30th, 2000 • Vivendi Universal • Ontario
December 8, 2000 Ms. Nancy Fitzsimmons The Bank of New York 101 Barclay Street New York, NY 10286 RE: Vivendi Universal (the "Company") Dear Ms. Fitzsimmons: Reference is made to the Deposit Agreement, dated as of April 19, 1995, as amended and...Vivendi Universal • December 29th, 2000 • Services-business services, nec
Reference is made to the Deposit Agreement, dated as of April 19, 1995, as amended and restated as of September 11, 2000, and as further amended and restated as of the date hereof among the Company, The Bank of New York (the "Depositary"), and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued thereunder (the "Deposit Agreement"). With respect to any fees that may be payable pursuant to clause (5) of Section 5.09 or clause (b) of the third paragraph of Section 6.02 of the Deposit Agreement, we agree to pay to the Depositary, in consideration of the Depositary's agreement not to charge and collect from Owners and Beneficial Owners, an amount equal to $2.50 per 100 American Depositary Shares (or portion thereof), to the extent charged by the Depositary, for the execution and delivery of Receipts pursuant to Section 4.03 or for the surrender of Receipts and withdrawal of the Deposited Securities, but in any case solely with respect to Receipts issued
BY AND AMONGIaci Matters Agreement • November 4th, 2003 • Vivendi Universal • Water supply • New York
Exhibit 99.1 [VIVENDI UNIVERSAL LOGO] Vivendi Universal and Canal+ Group: Agreement on sale of Canal+ Television AB Paris, September 9, 2003 - Vivendi Universal (Paris Bourse: EX FP; NYSE: V) and Canal+ Group signed today an agreement regarding the...Vivendi Universal • September 9th, 2003 • Water supply
Paris, September 9, 2003 - Vivendi Universal (Paris Bourse: EX FP; NYSE: V) and Canal+ Group signed today an agreement regarding the disposal of Canal+ Television AB, the company in charge of its pay-television channel activities in the Nordic region, to a consortium made of equity firms Baker Capital and Nordic Capital.
