1 Exhibit 10.2 US$2,000,000,000 CREDIT AGREEMENT dated as of November 23, 1994, as amended and restated as of October 21, 1998Seagram Co LTD • November 16th, 1998 • Beverages • New York
EXHIBIT 25 -------------------------------------------------------------------- ------------ ------------------------------------------------------------------ -------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 STATEMENT OF...Seagram Co LTD • September 2nd, 1999 • Beverages
amongStock Purchase Agreement • July 22nd, 1998 • Seagram Co LTD • Beverages • New York
1 2 ARTICLE 1 THE OPTIONOption Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
among THE SEAGRAM COMPANY LTD., as BorrowerCredit Agreement • November 16th, 1998 • Seagram Co LTD • Beverages
AMONGStockholders' Agreement • September 28th, 2000 • Seagram Co LTD • Beverages • Delaware
As of January 1, 2000 Mr. Brian Mulligan c/o Joseph E. Seagram & Sons, Inc. 375 Park Avenue New York, NY 10152 Dear Mr. Mulligan: This letter agreement (the "Agreement") sets forth the terms and conditions under which you have agreed to serve as an...Letter Agreement • September 28th, 2000 • Seagram Co LTD • Beverages • New York
SCHEDULE CCustody Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
Underwriting Agreement -------------Seagram Co LTD • June 10th, 1999 • Beverages • Quebec
AMONGStock Purchase Agreement • September 28th, 2000 • Seagram Co LTD • Beverages • New York
1 TERMINATION AGREEMENT THIS AGREEMENT dated as of the 30th day of September, 1997 BETWEEN: UNIVERSAL STUDIOS, INC. (formerly MCA INC.), a corporation incorporated under the laws of the State of Delaware, ("Universal") AND: CINEPLEX ODEON CORPORATION,...Termination Agreement • October 14th, 1997 • Seagram Co LTD • Beverages • Ontario
ANDPledge Agreement • June 10th, 1999 • Seagram Co LTD • Beverages • New York
MERGER AGREEMENT DATED AS OF JUNE 19, 2000 2 TABLE OF CONTENTSMerger Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
1 S&C Draft of June 10, 1999 THE SEAGRAM COMPANY LTD. JOSEPH E. SEAGRAM & SONS INC. -% SUBORDINATED DEFERRABLE NOTES DUE 2004 REMARKETING AGREEMENTSeagram Co LTD • June 10th, 1999 • Beverages • New York
SCHEDULE HSupport Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
Pricing Agreement MORGAN STANLEY & CO. INCORPORATED 1585 Broadway New York, New York 10036Pricing Agreement • April 20th, 1999 • Seagram Co LTD • Beverages
EXHIBIT 10 (ii) MEMORANDUM OF AGREEMENT MADE IN DUPLICATE AT ON THE BETWEEN: JOSEPH E. SEAGRAM & SONS, LIMITED (hereinafter called the "Company")Seagram Co LTD • September 28th, 2000 • Beverages • Ontario
ADOPTION AGREEMENT The Employer named in Section I.A. below hereby establishes or restates a Profit Sharing Plan ("Plan") and Trust, consisting of such sums as shall be paid to the Trustee(s) under the Plan, the investments thereof and earnings...Adoption Agreement • December 31st, 1996 • Seagram Co LTD • Beverages
ANDPurchase Contract Agreement • June 10th, 1999 • Seagram Co LTD • Beverages • New York
March 14, 2000 PERSONAL AND CONFIDENTIAL ------------------------- Mr. John D. Borgia 41 Bayberry Lane Westport, CT 06880 Dear John: This letter (the "Agreement") sets forth the terms of the agreement between you and us with respect to your continued...Seagram Co LTD • May 12th, 2000 • Beverages • New York
AGREEMENTAgreement • September 26th, 1997 • Seagram Co LTD • Beverages • New York
June 19, 2000 TO: VIVENDI S.A. Dear Sirs: RE: PLAN OF ARRANGEMENT INVOLVING SEAGRAM In consideration of Vivendi S.A. ("Vivendi") entering into a merger agreement dated the date hereof with, and agreeing to participate in the plan of arrangement...Shareholder Voting Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
1 TENDER AGREEMENT TENDER AGREEMENT, dated as of June 21, 1998, (this "AGREEMENT"), between THE SEAGRAM COMPANY LTD., a corporation organized under the laws of Canada ("PURCHASER"), and KONINKLIJKE PHILIPS ELECTRONICS N.V., a corporation incorporated...Tender Agreement • July 2nd, 1998 • Seagram Co LTD • Beverages • New York
among JOSEPH E. SEAGRAM & SONS, INC., as Borrower THE SEAGRAM COMPANY LTD. and J.E. SEAGRAM CORP., as GuarantorsSeagram Co LTD • October 30th, 1998 • Beverages • New York
ANDPledge Agreement • May 24th, 1999 • Seagram Co LTD • Beverages • New York
November 1, 1999 Robert W. Matschullat 46 Vineyard Lane Greenwich, Connecticut 06830 Dear Bob: This letter amends and restates our original letter agreement with you dated July 31, 1995, as amended and restated on February 4, 1998, under which you...Seagram Co LTD • February 11th, 2000 • Beverages • New York
1 USA NETWORKS PARTNERSHIP INTEREST PURCHASE AGREEMENT by and amongPartnership Interest Purchase Agreement • September 26th, 1997 • Seagram Co LTD • Beverages • New York
D-1 2 NOW THEREFORE in consideration of the foregoing and the mutual agreements contained herein and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties hereto covenant and agree as...Trust Agreement • June 26th, 2000 • Seagram Co LTD • Beverages • Ontario
ARTICLE II REPRESENTATIONS AND WARRANTIES OF UNIVERSALSubscription Agreement • October 14th, 1997 • Seagram Co LTD • Beverages • New York
1 Exhibit 10(ww) TERMINATION PROTECTION AGREEMENT AGREEMENT effective June 16, 2000 between Joseph E. Seagram & Sons, Inc. and Samuel Bronfman II (the "Executive"). Executive is a skilled and dedicated employee who has important management...Termination Protection Agreement • September 28th, 2000 • Seagram Co LTD • Beverages • New York
AND THE BANK OF NEW YORK, as Unit AgentMaster Unit Agreement • May 24th, 1999 • Seagram Co LTD • Beverages • New York
ARTICLE III REPRESENTATIONS AND WARRANTIESOffer Agreement • July 2nd, 1998 • Seagram Co LTD • Beverages • New York
Pricing Agreement GOLDMAN, SACHS & CO. BEAR, STEARNS & CO. INC. MORGAN STANLEY & CO. INCORPORATED CHASE SECURITIES INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED SALOMON SMITH BARNEY INC. as representatives of the several Underwriters named...Agreement • December 14th, 1998 • Seagram Co LTD • Beverages
1 Exhibit 10.6 AMENDMENT AND RESTATEMENT AGREEMENT dated as of October 20, 1999 (this "Amendment and Restatement"), in respect of the US$6,500,000,000 Credit Agreement dated as of October 21, 1998 (the "Credit Agreement" and, as amended by this...Amendment and Restatement Agreement • November 12th, 1999 • Seagram Co LTD • Beverages
February 4, 1998 Robert W. Matschullat 46 Vineyard Lane Greenwich, Connecticut 06830 Dear Bob: This letter amends and restates our original letter agreement with you dated July 31, 1995, under which you currently serve as Vice Chairman and Chief...Seagram Co LTD • September 18th, 1998 • Beverages • New York
