Sc-14d9-a Sample Contracts

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THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO HOW TO DEAL WITH IT, YOU SHOULD CONSULT YOUR DEALER, BROKER, BANK MANAGER, LAWYER OR OTHER PROFESSIONAL ADVISOR. ROGERS COMMUNICATIONS INC. AND ITS...
Rogers Wireless Communications Inc • November 26th, 2004 • Radiotelephone communications

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO HOW TO DEAL WITH IT, YOU SHOULD CONSULT YOUR DEALER, BROKER, BANK MANAGER, LAWYER OR OTHER PROFESSIONAL ADVISOR.

ARTICLE I THE LOAN
Loan and Security Agreement • November 2nd, 1998 • Femrx Inc • Surgical & medical instruments & apparatus • New York
OPTION AGREEMENT
Option Agreement • March 17th, 1998 • American Paging Inc • Radiotelephone communications • New York
BY AND AMONG
Agreement and Plan of Merger • November 29th, 2001 • Emachines Inc /De/ • Wholesale-computers & peripheral equipment & software • Delaware
EXHIBIT 4
Agreement and Plan of Merger • December 10th, 2001 • Ugly Duckling Corp • Personal credit institutions • Delaware
ARTICLE 1 The Top-up Option
Stock Option Agreement • February 9th, 2001 • Delco Remy International Inc • Motor vehicle parts & accessories • Delaware
EXHIBIT 35 AGREEMENT AND PLAN OF MERGER by and among NATIONWIDE MUTUAL INSURANCE COMPANY NATIONWIDE GROUP ACQUISITION CORPORATION
Agreement and Plan of Merger • June 4th, 1998 • Allied Group Inc • Fire, marine & casualty insurance • Iowa
and
Rights Agreement • March 27th, 2000 • Prism Financial Corp • Mortgage bankers & loan correspondents • Delaware
NYNEX CableComms Group PLC NYNEX CableComms Group Inc. The Tolworth Tower Ewell Road Surbiton Surrey KT6 7ED
Letter Agreement • April 21st, 1997 • Nynex Cablecomms Group PLC • Cable & other pay television services
FORM OF AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • August 23rd, 2007 • Neuberger Berman Real Estate Income Fund Inc • New York
WITNESSETH: ----------
Severance Agreement • December 4th, 1996 • Loewen Group Inc • Services-personal services • Delaware
Exhibit 15 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • March 9th, 1999 • Global Industrial Technologies Inc • Abrasive, asbestos & misc nonmetallic mineral prods
EXHIBIT 57] CONTRACT FOR PURCHASE AND SALE OF HOTELS
Lease Agreement • June 10th, 1997 • Itt Corp /Nv/ • Radio & tv broadcasting & communications equipment • New York
ITT MSG INC.,
Contribution Agreement • April 17th, 1997 • Itt Corp /Nv/ • Radio & tv broadcasting & communications equipment • New York
WITNESSETH:
Employment Agreement • November 4th, 1996 • Chateau Properties Inc • Real estate investment trusts • Michigan
July 12, 1999 Mr. Ray Jean 1815 N. Pond Lane Lake Forest, Ill. 60045 Dear Ray: This letter confirms that, as reflected in our Change of Control Agreement with you dated April 8, 1999 (the "Agreement"), and the letter dated May 14, 1999, relating to...
Varlen Corp • August 4th, 1999 • Motor vehicle parts & accessories

This letter confirms that, as reflected in our Change of Control Agreement with you dated April 8, 1999 (the "Agreement"), and the letter dated May 14, 1999, relating to your participation in Varlen's SERP, (1) any benefits to which you are entitled under the SERP upon termination of your employment are not "change of control" payments subject to Section 280G of the Internal Revenue Code even if you cease employment subsequent to a change of control of Varlen, and (2) any benefits to which you are entitled under the SERP will not be offset from any payments that may be due to you pursuant to the Agreement following a change of control.

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RECITALS
Agreement • August 23rd, 2007 • Neuberger Berman Real Estate Income Fund Inc • Maryland
WITNESSETH
Employment Agreement • June 30th, 2004 • Neighborcare Inc • Retail-drug stores and proprietary stores • Maryland
CHANGE IN CONTROL AGREEMENT COLUMBIA ENERGY GROUP AND
Change in Control Agreement • July 15th, 1999 • Columbia Energy Group • Natural gas transmisison & distribution • Virginia
FORM OF AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • July 18th, 2007 • Neuberger Berman Real Estate Income Fund Inc • New York
BETWEEN
Loan and Security Agreement • September 20th, 2001 • Headhunter Net Inc • Services-advertising • Georgia
WITNESSETH:
Agreement • November 4th, 1996 • Chateau Properties Inc • Real estate investment trusts • Michigan
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