Exhibit 99.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of October 2, 1998 (this "Agreement"), between Berlitz International, Inc., a New York corporation ("Company"), and Apollo Management IV, L.P., a Delaware limited...Registration Rights Agreement • October 9th, 1998 • Berlitz International Inc • Services-educational services • New York
Exhibit 99.4 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of October 2, 1998 (this "AGREEMENT"), between Berlitz International, Inc., a New York corporation (the "COMPANY"), and Benesse Holdings International, Inc., a Delaware...Registration Rights Agreement • October 9th, 1998 • Berlitz International Inc • Services-educational services • New York
EXHIBIT 10.2 AMENDMENT NO. 2 TO CREDIT AGREEMENT THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this "Amendment Agreement") is made and entered into effective as of the 28th day of October, 1997, by and between BERLITZ INTERNATIONAL, INC, a New York...Credit Agreement • November 14th, 1997 • Berlitz International Inc • Services-educational services
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 15th, 1997 • Berlitz International Inc • Services-educational services • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AGREEMENTCredit Agreement • November 14th, 1997 • Berlitz International Inc • Services-educational services
LICENSE AGREEMENT AGREEMENT made and dated as of July 1, 1999, by and between CHILDREN'S TELEVISION WORKSHOP ("CTW"), a not-for-profit organization incorporated under the New York State Education Law and having its principal office at One Lincoln...License Agreement • July 13th, 1999 • Berlitz International Inc • Services-educational services • New York
CREDIT AGREEMENTCredit Agreement • September 11th, 1997 • Berlitz International Inc • Services-educational services • New York
October 2, 1998 Berlitz International, Inc. 400 Alexander Park Princeton, New Jersey 08540-6306 Ladies and Gentlemen: Reference is made to the Purchase Agreement, dated as of the date hereof (the "PURCHASE AGREEMENT"), between Berlitz International,...Berlitz International Inc • October 9th, 1998 • Services-educational services • New York
Exhibit 99.6 VOTING AGREEMENT VOTING AGREEMENT, dated as of October 2, 1998 (this "Agreement"), between Benesse Corporation, a shareholder ("Principal Shareholder") of Berlitz International, Inc., a New York corporation (the "Company"), and Apollo...Voting Agreement • October 9th, 1998 • Berlitz International Inc • Services-educational services • New York
EXHIBIT 10.49 AMENDMENT NO. 3 TO CREDIT AGREEMENT THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT (this "Amendment Agreement") is made and entered into effective as of the 23d day of March, 1998, by and between BERLITZ INTERNATIONAL, INC, a New York...Credit Agreement • March 31st, 1998 • Berlitz International Inc • Services-educational services
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 30th, 1997 • Berlitz International Inc • Services-educational services • California
ANDInvestors Agreement • October 9th, 1998 • Berlitz International Inc • Services-educational services • New York
EXHIBIT 10.59Form of Indemnification Agreement • March 31st, 1999 • Berlitz International Inc • Services-educational services • New York
EXHIBIT 10.38 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT (the "Agreement") dated as of February 25, 1998, between BERLITZ INTERNATIONAL, INC., a New York corporation (the "Company"), and [ ] (the "Indemnified Party"). WHEREAS, the Indemnified...Indemnification Agreement • March 31st, 1998 • Berlitz International Inc • Services-educational services • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 14th, 1997 • Berlitz International Inc • Services-educational services • New York
EXHIBIT 10.43 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made as of November 1, 1986, between ELS EDUCATION SERVICES, INC., a Delaware corporation formerly known as Washington Educational Research...Employment Agreement • March 31st, 1998 • Berlitz International Inc • Services-educational services • California
EXHIBIT 10.41 March 13, 1995 Mr. Frank Garton 42 Caleb-Brester Road East Setauket, NY 11733 Dear Mr. Garton: This letter agreement (the "Agreement") will constitute the agreement relating to your employment as Vice President - Franchising of Berlitz...Letter Agreement • March 31st, 1998 • Berlitz International Inc • Services-educational services • New York
WITNESSETH:Credit Agreement • March 28th, 2000 • Berlitz International Inc • Services-educational services
EXHIBIT 10.42 June 25, 1997 Mr. James Lewis 981 Old Holly Drive Great Falls, VA 22066 Dear Mr. Lewis: This letter (the "Agreement") will constitute the agreement relating to your employment as Vice President, Worldwide Translations of Berlitz...Berlitz International Inc • March 31st, 1998 • Services-educational services • New York
