and THE CHASE MANHATTAN BANK, Trustee INDENTUREIndenture • April 15th, 1999 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
andWarrant Agreement • April 15th, 1999 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
EXHIBIT 4a2 AMENDMENT NO. 1 TO RIGHTS AGREEMENT AMENDMENT NO. 1, dated as of December 24, 2002, to the Rights Agreement dated as of November 19, 1997 (the "Rights Agreement") between Fortune Brands, Inc. (the "Company") and Equiserve, Inc. (as...Rights Agreement • March 12th, 2003 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
EXECUTION COPY] INDEMNIFICATION AGREEMENT AGREEMENT dated as of December 22, 1994 (this "Agreement"), among AMERICAN BRANDS, INC., a Delaware corporation ("Seller"), THE AMERICAN TOBACCO COMPANY, a Delaware corporation (the "Company"), and BROWN &...Indemnification Agreement • March 30th, 1998 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
WITNESSETH:Severance Agreement • March 29th, 2002 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
Exhibit 1 UNDERWRITING AGREEMENTUnderwriting Agreement • April 1st, 1998 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
Exhibit 10b1 364-DAY REVOLVING CREDIT AGREEMENTFortune Brands Inc • August 14th, 2001 • Heating equip, except elec & warm air; & plumbing fixtures • New York
Exhibit 4a2 AMENDMENT NO. 1 TO RIGHTS AGREEMENT AMENDMENT NO. 1, dated as of December 24, 2002, to the Rights Agreement dated as of November 19, 1997 (the "Rights Agreement") between Fortune Brands, Inc. (the "Company") and Equiserve, Inc. (as...Rights Agreement • March 11th, 2003 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
W I T N E S S E T H :Trust Agreement • November 12th, 1998 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
EXHIBIT 99.2 DISTRIBUTION AGREEMENT dated as of May 8, 1997Distribution Agreement • May 12th, 1997 • American Brands Inc /De/ • Cigarettes • New York
EXHIBIT 10h1 THIS AGREEMENT is made the 11th day of March 1997 BETWEEN: (1) GALLAHER LIMITED a company in England under number 1501573 whose registered office is at Members Hill, Brooklands Road, Weybridge, Surrey KT13 0QU ("the Company") and (2)...Agreement • March 14th, 1997 • American Brands Inc /De/ • Cigarettes • England
AMONGAgreement and Plan of Merger • December 22nd, 1995 • American Brands Inc /De/ • Cigarettes • Delaware
FORTUNE BRANDS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein referred to as the "Company"), for value received, hereby promises to pay to ___________________ or registered assigns, the principal sum...Fortune Brands Inc • April 15th, 1999 • Heating equip, except elec & warm air; & plumbing fixtures
FORTUNE BRANDS, INC. and THE CHASE MANHATTAN BANK, Trustee INDENTURE Dated as of April 15, 1999Indenture • December 10th, 1999 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
Exhibit 10a1 FIVE-YEAR REVOLVING CREDIT AGREEMENTFortune Brands Inc • August 14th, 2001 • Heating equip, except elec & warm air; & plumbing fixtures • New York
and FIRST CHICAGO TRUST COMPANY OF NEW YORK, as Rights AgentRights Agreement • December 22nd, 1997 • Fortune Brands Inc • Cigarettes • Delaware
ARTICLE ITrust Agreement • March 29th, 2002 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
WITNESSETH:Trust Agreement • March 11th, 2003 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
September 1, 2000 Re: Compensation Agreement Dear _____________: This letter will evidence the agreement of Fortune Brands, Inc. (the "Company") to make the payments and provide the benefits hereafter described in the event of a termination of your...Fortune Brands Inc • March 29th, 2002 • Heating equip, except elec & warm air; & plumbing fixtures
W I T N E S S E T H :Severance Agreement • November 12th, 1998 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
ARTICLE IThird Supplemental Indenture • August 13th, 1997 • Fortune Brands Inc • Cigarettes
EXHIBIT 10a1 AMENDMENT TO TRUST AGREEMENT THIS AMENDMENT, made as of the first day of January, 2000, among FORTUNE BRANDS, INC., a Delaware corporation (the "Company"), THE CHASE MANHATTAN BANK, a New York banking corporation (the "Trustee") and...Trust Agreement • May 12th, 2000 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures
Exhibit 1a1 UNDERWRITING AGREEMENTUnderwriting Agreement • April 15th, 1999 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
EXHIBIT 99.3 TAX ALLOCATION AGREEMENT dated as of May 8, 1997Tax Allocation Agreement • May 12th, 1997 • American Brands Inc /De/ • Cigarettes • New York
EXHIBIT 10p1 SEVERANCE AGREEMENT AGREEMENT dated as of January 29, 1996 between AMERICAN BRANDS, INC., a Delaware corporation (the "Company"), and CRAIG P. OMTVEDT (the "Executive"), W I T N E S S E T H : WHEREAS, the Executive is currently employed...Severance Agreement • March 29th, 2002 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • Delaware
AGREEMENT AND PLAN OF MERGER among SUNTORY HOLDINGS LIMITED, SUS MERGER SUB LIMITED and BEAM INC. Dated as of January 12, 2014Agreement and Plan of Merger • January 13th, 2014 • Beam Inc • Beverages • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of January 12, 2014 (this “Agreement”), by and among Suntory Holdings Limited, a Japanese corporation (“Parent”), SUS Merger Sub Limited, a Delaware corporation and a wholly-owned Subsidiary of Parent (“Sub”), and Beam Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Annex I, and other capitalized terms used in this Agreement are defined in the Sections where such terms first appear.
EXHIBIT 99.5 INDEMNIFICATION AGREEMENT ------------------------- INDEMNIFICATION AGREEMENT (this "Agreement") dated as of May 8, 1997 among AMERICAN BRANDS, INC., a Delaware corporation ("Parent"), ATIC GROUP, INC., a Delaware corporation and, as of...Indemnification Agreement • May 12th, 1997 • American Brands Inc /De/ • Cigarettes • New York
Exhibit 1 UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 1998 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
EXHIBIT 99.4 INTERIM SERVICES AGREEMENT INTERIM SERVICES AGREEMENT (this "Agreement"), dated as of May 8, 1997, between AMERICAN BRANDS, INC., a Delaware corporation ("Parent"), and GALLAHER GROUP LIMITED, an English private limited company and, as of...Interim Services Agreement • May 12th, 1997 • American Brands Inc /De/ • Cigarettes • New York
EXHIBIT 99(c)(2) STOCK OPTION AND TENDER AGREEMENT STOCK OPTION AND TENDER AGREEMENT, dated as of December 18, 1995, among AMERICAN BRANDS, INC., a Delaware corporation ("Parent"), and each other party listed on the signature pages hereof (each, a...Stock Option and Tender Agreement • December 22nd, 1995 • American Brands Inc /De/ • Cigarettes • Delaware
SECOND AMENDMENT TO AMERICAN BRANDS, INC. MASTER DEFINED CONTRIBUTION PLAN TRUST AGREEMENT THIS AMENDMENT, made as of the first day of March, 1993, by and between AMERICAN BRANDS, INC., a corporation organized under the laws of the State of Delaware...Plan Trust Agreement • November 8th, 1995 • American Brands Inc /De/ • Cigarettes
EXHIBIT 10h1 FORTUNE BRANDS, INC. TRUST AGREEMENT THIS AGREEMENT, made as of the day of , , among FORTUNE BRANDS, INC., a Delaware corporation (the "Company"), THE NORTHERN TRUST COMPANY, an Illinois corporation (the "Trustee") and HEWITT ASSOCIATES...Trust Agreement • March 12th, 2003 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • Illinois
STOCK TRANSFER AGREEMENTStock Transfer Agreement • January 5th, 1996 • American Brands Inc /De/ • Cigarettes
EXHIBIT 10b1 TERMINATION, REPLACEMENT AND RESTATEMENT AGREEMENT dated as of July 10, 2003, among FORTUNE BRANDS, INC., a Delaware corporation (the "Company"), the financial institutions listed in Annex I hereto under the captions "Continuing Lenders"...Termination, Replacement and Restatement Agreement • August 14th, 2003 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
TERM LOAN AGREEMENT dated as of October 8, 2008 among FORTUNE BRANDS, INC., The Lenders Party Hereto BARCLAYS CAPITAL and THE ROYAL BANK OF SCOTLAND PLC, as Syndication Agents and BARCLAYS BANK PLC, as Administrative Agent BARCLAYS CAPITAL, and RBS...Term Loan Agreement • October 14th, 2008 • Fortune Brands Inc • Heating equip, except elec & warm air; & plumbing fixtures • New York
TERM LOAN AGREEMENT dated as of October 8, 2008, among FORTUNE BRANDS, INC., a Delaware corporation, the LENDERS party hereto, BARCLAYS BANK PLC, as Administrative Agent, and BARCLAYS CAPITAL and THE ROYAL BANK OF SCOTLAND PLC, as Syndication Agents.
