AMENDED AND RESTATED TRUST AGREEMENT by and among NYSE EURONEXT NYSE GROUP, INC. Wilmington Trust Company, as Delaware Trustee Jacques de Larosière de Champfeu, as Trustee Charles K. Gifford, as Trustee and John Shepard Reed, as Trustee dated as of...Trust Agreement • February 14th, 2014 • IntercontinentalExchange Group, Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
This TRUST AGREEMENT, dated as of April 4, 2007 and amended and restated as of November 13, 2013 (this “Agreement”), is by and among NYSE Euronext, a Delaware corporation (“NYSE Euronext”), NYSE Group, Inc., a Delaware corporation (“NYSE Group”), Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee, and Jacques de Larosière de Champfeu, Charles K. Gifford and John Shepard Reed, as trustees, for the purpose of forming a statutory trust (the “Trust”) under and pursuant to the provisions of the Delaware Statutory Trust Act, 12 Del. C. §§ 3801 et. seq. (the “Delaware Act”).
AMENDED AND RESTATED GOVERNANCE AND OPTION AGREEMENT by and among INTERCONTINENTAL EXCHANGE GROUP, INC. NYSE EURONEXT HOLDINGS LLC EURONEXT N.V. NYSE EURONEXT (HOLDING) N.V. and STICHTING NYSE EURONEXT dated as of November 13, 2013Governance and Option Agreement • February 14th, 2014 • IntercontinentalExchange Group, Inc. • Security & commodity brokers, dealers, exchanges & services
This AMENDED AND RESTATED GOVERNANCE AND OPTION AGREEMENT, dated as of November 13, 2013 (this “Agreement”), which amends and restates the Governance and Option Agreement, dated as of April 4, 2007 (the “Original Governance and Option Agreement”), by and among NYSE Euronext, a Delaware corporation and the legal predecessor to NYSE Euronext Holdings LLC (formerly known as Baseball Merger Sub, LLC) by way of merger (“NYSE Euronext”), Euronext N.V., a public limited company incorporated and existing under the laws of the Netherlands (“Euronext”), NYSE Euronext (Holding) N.V., a public limited company incorporated and existing under the laws of the Netherlands (“Holdco”), and Stichting NYSE Euronext, a foundation (stichting) incorporated and existing under the laws of the Netherlands (the “Foundation”), is entered into by and among IntercontinentalExchange Group, Inc., a Delaware corporation (“ICE Group”), NYSE Euronext Holdings LLC (formerly known as Baseball Merger Sub, LLC), a Delaware
LEASE AMENDMENT FOURTEENIntercontinentalExchange Group, Inc. • February 14th, 2014 • Security & commodity brokers, dealers, exchanges & services
THIS LEASE AMENDMENT FOURTEEN (“Amendment”) is made as of the 13 day of .December 2013 between RFP Mainstreet 2100 RiverEdge, LLC (“Landlord”), a Delaware limited liability company, and IntercontinentalExchange, Inc. (“Tenant”), a Delaware corporation
INTERCONTINENTALEXCHANGE GROUP, INC. LETTERHEAD]Agreement and General Release • February 14th, 2014 • IntercontinentalExchange Group, Inc. • Security & commodity brokers, dealers, exchanges & services
We are pleased to offer you this amendment (this “Amendment”) effective as of the date hereof (the “Amendment Effective Date”) to your amended and restated employment agreement dated as of March 26, 2012 (the “Agreement”) by and between you and NYSE Euronext, a Delaware corporation (together with its successors and assigns, including its successor in interest NYSE Euronext Holdings LLC, a Delaware corporation, “NYSE”), which upon countersignature by you shall amend the Agreement on the terms set forth herein and become binding among you, NYSE and IntercontinentalExchange Group, Inc., a Delaware corporation (together with its successors and assigns, “ICE Group”, and together with NYSE, the “Company”).
