Coca-Cola Enterprises, Inc. Sample Contracts

Coca-Cola European Partners Us, Llc – SECOND SUPPLEMENTAL INDENTURE (June 27th, 2016)

SECOND SUPPLEMENTAL INDENTURE, dated as of June 24, 2016 (this "Second Supplemental Indenture"), among Coca-Cola European Partners plc (formerly known as Coca-Cola European Partners Limited), a public limited company organized under the laws of England and Wales (the "Company" or the "Guarantor"), whose registered office is located at Enterprises House, Bakers Road, Uxbridge UB8 1EZ, United Kingdom, Coca-Cola European Partners US, LLC (as successor by merger to Coca-Cola Enterprises, Inc. (formerly named International CCE Inc.) ("CCE")), a Delaware limited liability company (the "Issuer"), whose principal office is located at 2500 Windy Ridge Parkway, Atlanta, Georgia, 30339, and Deutsche Bank Trust Company Americas, as trustee (the "Trustee").

Coca-Cola European Partners Us, Llc – FIRST SUPPLEMENTAL INDENTURE (June 16th, 2016)

FIRST SUPPLEMENTAL INDENTURE, dated as of June 14, 2016 (this “First Supplemental Indenture”), between Coca-Cola European Partners US, LLC (as successor by merger to Coca-Cola Enterprises, Inc. (formerly International CCE Inc.) (“CCE”)), a Delaware limited liability company (the “Issuer”), whose principal office is located at 2500 Windy Ridge Parkway, Atlanta, Georgia, 30339, and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).

Coca-Cola European Partners Us, Llc – FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF Orange MergeCo, LLC (June 1st, 2016)

This First Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of Orange MergeCo, LLC, a Delaware limited liability company (the “Company”), dated as of April 22, 2016, is entered into by the member signatory hereto (the “Existing Member”).

Coca-Cola Enterprises, Inc. – Contract (May 25th, 2016)

The unaudited pro forma condensed combined financial information provided below has been prepared in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union (“IFRS EU”) and has been included in the European prospectus related to the listing of the ordinary shares of Coca-Cola European Partners plc (“CCEP” or “Orange”) on exchanges in the European Union in connection with the combination of the businesses of CCE, Coca-Cola Iberian Partners, S.A.U. (“Olive”), and Coca-Cola Erfrischungsgetränke GmbH (“Black”), a wholly owned subsidiary of The Coca-Cola Company (“TCCC”).

Coca-Cola Enterprises, Inc. – Coca-Cola Enterprises, Inc. (CCE) Q1 2016 Earnings Conference Call April 28, 2016 Thor Erickson, Vice President-Investor Relations (April 29th, 2016)

Additionally, it is important to highlight that statements made about Coca-Cola European Partners or CCEP and the proposed merger on today’s call are made with full recognition that this is subject to regulatory approvals and other conditions of closing and that until closing of the transaction, we’re operating our businesses separately and independently.

Coca-Cola Enterprises, Inc. – SHAREHOLDERS’ AGREEMENT DATED [●] 20[●] Coca-Cola European Partners plc and Olive Partners. S.A. and European Refreshments, Coca-Cola GMBH and Vivaqa Beteiligungs Gmbh & Co. Kg (April 7th, 2016)
Coca-Cola Enterprises, Inc. – DATED 7 APRIL 2016 EUROPEAN REFRESHMENTS COCA-COLA GESELLSCHAFT MIT BESCHRÄNKTER HAFTUNG VIVAQA BETEILIGUNGS GMBH & CO. KG and COCA-COLA ENTERPRISES, INC. and OLIVE PARTNERS S.A. and COCA-COLA EUROPEAN PARTNERS LIMITED and ORANGE U.S. HOLDCO, LLC and ORANGE MERGECO, LLC AMENDMENT AND RESTATEMENT DEED to vary the terms of a Transaction Master Agreement dated 6 August 2015 relating to the combination of Coca-Cola Enterprises, Inc., Coca- Cola Erfrischungsgetränke Aktiengesellschaft and Coca-Cola Iberian Partners, S.A. (April 7th, 2016)

THIS TRANSACTION MASTER AGREEMENT (this “Agreement”) was made by way of deed on 6 August 2015 (to which date all references herein to “the date hereof” or “the date of this Agreement” shall be read to refer) and was amended and restated on 14 December 2015 and on 7 April 2016

Coca-Cola Enterprises, Inc. – THIS EMPLOYMENT AGREEMENT is made this 19 day of June 2015 (February 11th, 2016)
Coca-Cola Enterprises, Inc. – EXECUTIVE SEVERANCE PLAN Adopted Effective July 1, 2013 (February 11th, 2016)
Coca-Cola Enterprises, Inc. – SHAREHOLDERS’ AGREEMENT (December 15th, 2015)
Coca-Cola Enterprises, Inc. – EUROPEAN REFRESHMENTS, COCA-COLA GESELLSCHAFT MIT BESCHRÄNKTER HAFTUNG AND VIVAQA BETEILIGUNGS GMBH & CO. KG AND COCA-COLA EUROPEAN PARTNERS LIMITED BLACK CONTRIBUTION AGREEMENT (December 15th, 2015)
Coca-Cola Enterprises, Inc. – DATED 14 DECEMBER 2015 EUROPEAN REFRESHMENTS COCA-COLA GESELLSCHAFT MIT BESCHRÄNKTER HAFTUNG VIVAQA BETEILIGUNGS GMBH & CO. KG and COCA-COLA ENTERPRISES, INC. and OLIVE PARTNERS S.A. COCA-COLA IBERIAN PARTNERS, S.A. and COCA-COLA EUROPEAN PARTNERS LIMITED and ORANGE U.S. HOLDCO, LLC and ORANGE MERGECO, LLC AMENDMENT AND RESTATEMENT DEED to vary the terms of a Transaction Master Agreement dated 6 August 2015 relating to the combination of Coca-Cola Enterprises, Inc., Coca-Cola Erfrischungsgetränke Aktiengesellschaft and Coca- Cola Iberian Partners, S.A. (December 15th, 2015)

THIS TRANSACTION MASTER AGREEMENT (this “Agreement”) was made by way of deed on 6 August 2015 (to which date all references herein to “the date hereof” or “the date of this Agreement” shall be read to refer) and was amended and restated on 14 December 2015

Coca-Cola Enterprises, Inc. – Deed of Adherence (December 15th, 2015)
Coca-Cola Enterprises, Inc. – Coca-Cola Enterprises, Inc. Form of 2015 New Hire Restricted Stock Unit Award Chief Operating Officer As of [_____ X, 201x], Coca-Cola Enterprises, Inc. (the “Company”) hereby grants to you ___________ restricted stock units. (October 29th, 2015)

The terms and conditions applicable to this New Hire Restricted Stock Unit Award (“RSU Award,” or “Award”) are described below in this Award Agreement (the “Agreement”). This grant is made under the Coca-Cola Enterprises, Inc. 2010 Incentive Award Plan, as amended February 7, 2012 (the “Plan”), the terms of which are incorporated into this Agreement. All capitalized terms in the Agreement shall have the meaning assigned to them in this Agreement or in the Plan.

Coca-Cola Enterprises, Inc. – THIS EMPLOYMENT AGREEMENT is made this ____th day of ______ 2015 (October 29th, 2015)
Coca-Cola Enterprises, Inc. – The Coca-Cola Company COCA-COLA PLAZA ATLANTA, GA (October 29th, 2015)

This letter confirms our plans to enter into a commercial understanding (the “Understanding ”) relating to incidence pricing of certain concentrate Brands listed in the attached Schedule with Coca-Cola Enterprises, Inc. and its subsidiary companies (hereinafter collectively or severally referred to as the “Bottler”), starting on January 1, 2016 for the Term defined below.

Coca-Cola Enterprises, Inc. – EUROPEAN REFRESHMENTS, COCA-COLA GESELLSCHAFT MIT BESCHRÄNKTER HAFTUNG AND VIVAQA BETEILIGUNGS GMBH & CO. KG AND [ORANGE] BLACK CONTRIBUTION AGREEMENT (August 12th, 2015)
Coca-Cola Enterprises, Inc. – FORM OF REGISTRATION RIGHTS AGREEMENT dated as of among [RED], [OLIVE HOLDCO], and SPARK ORANGE LIMITED (August 12th, 2015)

THIS REGISTRATION RIGHTS AGREEMENT dated as of ● (this “Agreement”) among (i) ●, a ● formed under the laws of England and Wales (the “Company”), (ii) the parties listed on Schedule 1, (iii) the parties listed on Schedule 2, and (iv) other stockholders party hereto from time to time.

Coca-Cola Enterprises, Inc. – AGREEMENT BY AND AMONG CERTAIN WHITE DIRECTOR SHAREHOLDERS, THE COCA-COLA COMPANY COCA-COLA IBERIAN PARTNERS, S.A. And SPARK ORANGE LIMITED DATED AS OF AUGUST 6, 2015 (August 12th, 2015)

THIS AGREEMENT, dated as of August 6, 2015 (the “Agreement”) by and among each of those persons whose names are listed in the table in the schedule to this Agreement (each of whom, a “White Director Shareholder”), The Coca-Cola Company, a Delaware corporation (“Red”), and Coca-Cola Iberian Partners, S.A., a company incorporated in Spain (registered number A-86.561.412), whose registered office is at Paseo de la Castellana, 259-C (Torre de Cristal), Floor 9, 28046, Madrid (“Olive”) and Spark Orange Limited, a private limited company incorporated in England (“Orange”).

Coca-Cola Enterprises, Inc. – SHAREHOLDERS’ AGREEMENT DATED [●] 20[●] [Orange plc] and [Olive HoldCo] and [Red] Allen & Overy LLP (August 12th, 2015)
Coca-Cola Enterprises, Inc. – Olive Contribution Agreement AMONG [Olive HoldCo] as Transferor AND [Orange] as Transferee [Place], [Date] (August 12th, 2015)

I. [•], a Spanish limited liability company (sociedad anónima), with registered office in Madrid, at [•], registered with the Commercial Registry of Madrid at [•], and holding Spanish tax identification number (N.I.F.) [•] (“Olive HoldCo” or “Transferor”).

Coca-Cola Enterprises, Inc. – EUROPEAN REFRESHMENTS COCA-COLA GESELLSCHAFT MIT BESCHRÄNKTER HAFTUNG VIVAQA BETEILIGUNGS GMBH & CO. KG and COCA-COLA ENTERPRISES, INC. and COCA-COLA IBERIAN PARTNERS, S.A. and SPARK ORANGE LIMITED and ORANGE U.S. HOLDCO, LLC and ORANGE MERGECO, LLC TRANSACTION MASTER AGREEMENT relating to the combination of Coca-Cola Enterprises, Inc., Coca-Cola Erfrischungsgetränke Aktiengesellschaft and Coca-Cola Iberian Partners, S.A. (August 12th, 2015)
Coca-Cola Enterprises, Inc. – MERGER AGREEMENT BY AND AMONG COCA-COLA ENTERPRISES, INC., SPARK ORANGE LIMITED, ORANGE U.S. HOLDCO, LLC, AND ORANGE MERGECO, LLC DATED AS OF AUGUST 6, 2015 (August 12th, 2015)

MERGER AGREEMENT, dated as of August 6, 2015 (this “Agreement”), by and among COCA-COLA ENTERPRISES, INC., a Delaware corporation (“White”), SPARK ORANGE LIMITED, a private limited company organized under the laws of England and Wales (“Orange”), ORANGE U.S. HOLDCO, LLC, a Delaware limited liability company (“US HoldCo”), and ORANGE MERGECO, LLC, a Delaware limited liability company (“MergeCo” and, together with Orange and US HoldCo, the “Orange Parties” and, together with White, each a “Party” and collectively, the “Parties”).

Coca-Cola Enterprises, Inc. – BOTTLING GREAT BRITAIN LIMITED and COCA-COLA ENTERPRISES EUROPE LIMITED and COCA-COLA ENTERPRISES LIMITED and CAPITA IRG TRUSTEES LIMITED (April 30th, 2015)
Coca-Cola Enterprises, Inc. – FIRST AMENDMENT (April 30th, 2015)

FIRST AMENDMENT dated as of April 30, 2015 (this “Amendment”), to the Five-Year Credit Agreement, dated as of September 20, 2012 (the “Credit Agreement”), among Coca-Cola Enterprises, Inc., a Delaware corporation (the “Borrower”), Citibank, N.A. as administrative agent, Deutsche Bank Securities Inc. (“DBSI”) as syndication agent, Credit Suisse Securities (USA) LLC (“CS Securities”) as documentation agent, Citigroup Global Markets, Inc. (“CGMI”), DBSI and CS Securities, as joint book-running managers and joint lead arrangers, and the Lenders thereunder.

Coca-Cola Enterprises, Inc. – Coca-Cola Enterprises, Inc. Form of Special Restricted Stock Unit Award To U.S. Senior Officer After April 30, 2015 (April 30th, 2015)

This grant was made under the Coca-Cola Enterprises, Inc. 2010 Incentive Award Plan (the “Plan”), the terms of which are incorporated into this document. All capitalized terms in this agreement (the “Agreement”) shall have the meaning assigned to them in this Agreement or in the Plan.

Coca-Cola Enterprises, Inc. – Coca-Cola Enterprises, Inc. 2014 Special Retention Award to Hubert Patricot 32,300 Restricted Stock Units (April 30th, 2015)

The terms and conditions applicable to this restricted stock unit award (“RSU Award” or “Award”) made by Coca-Cola Enterprises, Inc. (the “Company”) to Hubert Patricot are described below in this Restricted Stock Unit Award Agreement (the “Agreement”).

Coca-Cola Enterprises, Inc. – THIS AGREEMENT is made 31 December 2014 (February 12th, 2015)
Coca-Cola Enterprises, Inc. – THIS RESTATEMENT TO THE 1st November 2013 EMPLOYMENT AGREEMENT is made this 18th day of December 2014 (February 12th, 2015)
Coca-Cola Enterprises, Inc. – EMPLOYMENT AGREEMENT (October 23rd, 2014)

October 21, 2014, between Coca-Cola Enterprises, Inc., a Delaware corporation (the “Company”), and John F. Brock (the “Executive”). This Agreement amends and restates the employment agreement between the Company and the Executive dated September 10, 2012, and the amendment thereto, dated October 22, 2013 (together, the “Prior Agreement”). The Company and the Executive may be referred to herein collectively as the “Parties,” or individually as a “Party.”

Coca-Cola Enterprises, Inc. – Coca-Cola Enterprises, Inc. Form of Restricted Stock Unit Agreement for Senior Officers in the United Kingdom (For Awards Made After 2013) (March 3rd, 2014)

This grant is made under the Coca-Cola Enterprises, Inc. 2010 Incentive Award Plan (As Amended February 7, 2012) (the “Plan”), the terms of which are incorporated into this Agreement. All capitalized terms in the Agreement shall have the meaning assigned to them in this Agreement or in the Plan.

Coca-Cola Enterprises, Inc. – BY-LAWS OF (December 19th, 2013)
Coca-Cola Enterprises, Inc. – COCA-COLA ENTERPRISES, INC. (December 19th, 2013)

This Charter sets out general guiding principles of corporate governance to assist the Board of Directors in performing its duties. The Board must act according to its obligations under the specific facts and circumstances it faces; therefore, occasions may arise where it is appropriate for the Board to act differently than set out in this Charter. The Governance and Nominating Committee will review this Charter periodically and suggest revisions to the Board to ensure this Charter serves its purpose and accurately reflects the sense of the Board.

Coca-Cola Enterprises, Inc. – THIS AGREEMENT is made 21st June 2011 (October 24th, 2013)
Coca-Cola Enterprises, Inc. – THIS RESTATEMENT TO THE 11th JUNE 2012 EMPLOYMENT AGREEMENT is made this 22nd day of October 2013 (October 24th, 2013)