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 | 2006 |
Asset Purchase Agreement
Asset Purchase Agreement (179K)
Doc #2611547: Click preview link for longer preview.
ASSET PURCHASE AGREEMENT
by and among
UBISOFT HOLDINGS, INC.
and
UBISOFT ENTERTAINMENT LIMITED
as the Purchasers
and
ATARI, INC.
and
REFLECTIONS INTERACTIVE LIMITED
as the Sellers
Dated as of July 13, 2006
ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT (this �Agreement�) is made and dated as of July 13, 2006 (the �Execution Date�), by and among Ubisoft Holdings, Inc., a Delaware corporation (�Holdings�), a wholly-owned subsidiary of Ubisoft Entertainment S.A., a soci�t� anonyme, and Ubisoft . . .
2611547
|
Atari
As referenced in this Asset Purchase Agreement:
ATARI, INC. – 1 2 y26731exv10w1.htm EX-10.1: ASSET PURCHASE AGREEMENT
Exhibit 10.1
ASSET PURCHASE AGREEMENT
by and among
UBISOFT HOLDINGS, INC.
and
UBISOFT ENTERTAINMENT LIMITED
as the Purchasers
and
ATARI, INC.
and
REFLECTIONS INTERACTIVE LIMITED
as the Sellers
Dated as of July 13, 2006
ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT (this Agreement) is made and dated as of July
_____________
Atari, Inc. – S.A., a socit anonyme, and Ubisoft Entertainment Limited, a company incorporated in the United Kingdom (Entertainment Limited) (Holdings and Entertainment Limited, referred to herein collectively as the Purchasers), and Atari, Inc. , a Delaware corporation (Atari), which is a majority-owned subsidiary of Infogrames Entertainment, S.A. (Infogrames), a socit anonyme, and Reflections Interactive Limited, a company incorporated in the United
_____________
Atari, Inc. – Offner
Offner & Anderson, P.C.
1900 Avenue of the Stars, Suite 975
Los Angeles, CA 90067
Fax: 310-226-2422
Email address: doffner@offneranderson.com
If to the Sellers:
Atari, Inc.
417 Fifth Avenue, 8th Floor
New York, NY 10016
Attention: Kristina Pappa
Fax: 1-212-726-4214
Email address: kristina.pappa@atari.com
With a copy to:
David W.
_____________
ATARI, INC. – HOLDINGS, INC.,
UBISOFT ENTERTAINMENT LIMITED,
a company
a Delaware corporation
incorporated in the United Kingdom
By:
/s/ Yves Guillemot
By:
/s/ Yves Guillemot
Name:
Name:
Title:
Title:
SELLERS:
REFLECTIONS INTERACTIVE
ATARI, INC. ,
LIMITED, a company
a Delaware corporation
incorporated in the United Kingdom
By:
/s/ Bruno Bonnell
By:
/s/ Bruno Bonnell
Name:
Bonnell Bruno
Name:
Bonnell Bruno
Title:
Director
Title:
CEO
_____________
Atari, Inc. – S.A., a socit anonyme, and Ubisoft Entertainment Limited, a company incorporated in the United Kingdom (Entertainment Limited) (Holdings and Entertainment Limited, referred to herein collectively as the Purchasers), and Atari, Inc. , a Delaware corporation (Atari), which is a majority-owned subsidiary of Infogrames Entertainment, S.A. (Infogrames), a socit anonyme, and Reflections Interactive Limited, a company incorporated in the United
_____________
dt 1613104
;
Atari
As referenced in this Asset Purchase Agreement:
ATARI, INC. – 1 2 y26731exv10w1.htm EX-10.1: ASSET PURCHASE AGREEMENT
Exhibit 10.1
ASSET PURCHASE AGREEMENT
by and among
UBISOFT HOLDINGS, INC.
and
UBISOFT ENTERTAINMENT LIMITED
as the Purchasers
and
ATARI, INC.
and
REFLECTIONS INTERACTIVE LIMITED
as the Sellers
Dated as of July 13, 2006
ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT (this Agreement) is made and dated as of July
_____________
Atari, Inc. – S.A., a socit anonyme, and Ubisoft Entertainment Limited, a company incorporated in the United Kingdom (Entertainment Limited) (Holdings and Entertainment Limited, referred to herein collectively as the Purchasers), and Atari, Inc. , a Delaware corporation (Atari), which is a majority-owned subsidiary of Infogrames Entertainment, S.A. (Infogrames), a socit anonyme, and Reflections Interactive Limited, a company incorporated in the United
_____________
Atari, Inc. – Offner
Offner & Anderson, P.C.
1900 Avenue of the Stars, Suite 975
Los Angeles, CA 90067
Fax: 310-226-2422
Email address: doffner@offneranderson.com
If to the Sellers:
Atari, Inc.
417 Fifth Avenue, 8th Floor
New York, NY 10016
Attention: Kristina Pappa
Fax: 1-212-726-4214
Email address: kristina.pappa@atari.com
With a copy to:
David W.
_____________
ATARI, INC. – HOLDINGS, INC.,
UBISOFT ENTERTAINMENT LIMITED,
a company
a Delaware corporation
incorporated in the United Kingdom
By:
/s/ Yves Guillemot
By:
/s/ Yves Guillemot
Name:
Name:
Title:
Title:
SELLERS:
REFLECTIONS INTERACTIVE
ATARI, INC. ,
LIMITED, a company
a Delaware corporation
incorporated in the United Kingdom
By:
/s/ Bruno Bonnell
By:
/s/ Bruno Bonnell
Name:
Bonnell Bruno
Name:
Bonnell Bruno
Title:
Director
Title:
CEO
_____________
Atari, Inc. – S.A., a socit anonyme, and Ubisoft Entertainment Limited, a company incorporated in the United Kingdom (Entertainment Limited) (Holdings and Entertainment Limited, referred to herein collectively as the Purchasers), and Atari, Inc. , a Delaware corporation (Atari), which is a majority-owned subsidiary of Infogrames Entertainment, S.A. (Infogrames), a socit anonyme, and Reflections Interactive Limited, a company incorporated in the United
_____________
dt 1613106
;
|
Clifford Chance
As referenced in this Asset Purchase Agreement:
Clifford Chance US – 417 Fifth Avenue, 8th Floor
New York, NY 10016
Attention: Kristina Pappa
Fax: 1-212-726-4214
Email address: kristina.pappa@atari.com
With a copy to:
David W. Bernstein
Clifford Chance US LLP
31 West 52nd Street
New York, NY 10019
Fax: 212-878-8375
Email address: david.bernstein@cliffordchance.com
7.7 Brokers and Finders. The Sellers shall indemnify and hold
_____________
dt 1649052
|
| Full Doc
| 2000 |
Collateral Assignment Agreement
Collateral Assignment Agreement (17K)
Doc #1213253: This document is immediately available for purchase, but does not have a preview available for viewing.
1213253
| | |
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| 2005 |
Confidential License Agreement
Confidential License Agreement (59K)
Doc #1213108: Click preview link for longer preview.
CONFIDENTIAL LICENSE AGREEMENT
FOR NINTENDO GAMECUBE
(Western Hemisphere)
THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA") at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Infogrames, Inc, ( "LICENSEE") at 417 Fifth
Avenue, New York, NY 10016 Attn: General Counsel. NOA and LICENSEE agree as
follows:
1. RECITALS
1.1 NOA markets and sells advanced design, high-quality . . .
1213108
| | |
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| 2006 |
Confidential License Agreement
Confidential License Agreement (57K)
Doc #2186911: Click preview link for longer preview.
CONFIDENTIAL LICENSE AGREEMENT
FOR NINTENDO DS (WESTERN HEMISPHERE)
THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets and sells advanced design, high-quality video game systems, . . .
2186911
|
Atari
As referenced in this Confidential License Agreement:
Atari, Inc. – THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets
_____________
ATARI, INC. – considered an original for purposes
of this Agreement.
IN WITNESS WHEREOF, the parties have entered into this Agreement on the dates
set forth below.
NOA: LICENSEE:
NINTENDO OF AMERICA INC. ATARI, INC.
By: /s/ James R. Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/
_____________
Atari, Inc. – Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/05 Business and Legal Affairs
Atari, Inc.
Date: l0/7/05
PAGE 14 OF 14
{/TEXT}
{/DOCUMENT}
_____________
dt 1460455
;
|
Atari
As referenced in this Confidential License Agreement:
Atari, Inc. – THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets
_____________
ATARI, INC. – considered an original for purposes
of this Agreement.
IN WITNESS WHEREOF, the parties have entered into this Agreement on the dates
set forth below.
NOA: LICENSEE:
NINTENDO OF AMERICA INC. ATARI, INC.
By: /s/ James R. Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/
_____________
Atari, Inc. – Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/05 Business and Legal Affairs
Atari, Inc.
Date: l0/7/05
PAGE 14 OF 14
{/TEXT}
{/DOCUMENT}
_____________
dt 1460467
|
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| 2006 |
Confidential License Agreement
Confidential License Agreement (57K)
Doc #2257855: Click preview link for longer preview.
CONFIDENTIAL LICENSE AGREEMENT
FOR NINTENDO DS (WESTERN HEMISPHERE)
THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets and sells advanced design, high-quality video game systems, . . .
2257855
|
Atari
As referenced in this Confidential License Agreement:
Atari, Inc. – THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets
_____________
ATARI, INC. – considered an original for purposes
of this Agreement.
IN WITNESS WHEREOF, the parties have entered into this Agreement on the dates
set forth below.
NOA: LICENSEE:
NINTENDO OF AMERICA INC. ATARI, INC.
By: /s/ James R. Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/
_____________
Atari, Inc. – Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/05 Business and Legal Affairs
Atari, Inc.
Date: l0/7/05
PAGE 14 OF 14
{/TEXT}
{/DOCUMENT}
_____________
dt 1460456
;
|
Atari
As referenced in this Confidential License Agreement:
Atari, Inc. – THIS LICENSE AGREEMENT ("Agreement") is entered into between NINTENDO OF
AMERICA INC. ("NOA"), at 4820 150th Avenue N.E., Redmond, WA 98052 Attn: General
Counsel (Fax: 425-882-3585) and Atari, Inc. ("LICENSEE") at 417 Fifth Avenue,
New York, New York 10016 Attn: Legal Department (Fax: 212 726 4239). NOA and
LICENSEE agree as follows:
1. RECITALS
1.1 NOA markets
_____________
ATARI, INC. – considered an original for purposes
of this Agreement.
IN WITNESS WHEREOF, the parties have entered into this Agreement on the dates
set forth below.
NOA: LICENSEE:
NINTENDO OF AMERICA INC. ATARI, INC.
By: /s/ James R. Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/
_____________
Atari, Inc. – Cannataro By: /s/ Jeffrey D. Kemnier
--------------------------------- ------------------------------------
Name: James R. Cannataro Name: Jeffrey D. Kemnier
Title: Executive VP, Administration Title: Senior Vice President,
Date: l0/14/05 Business and Legal Affairs
Atari, Inc.
Date: l0/7/05
PAGE 14 OF 14
{/TEXT}
{/DOCUMENT}
_____________
dt 1460468
|
| Preview
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| 2004 |
Confirmation
Confirmation (39K)
Doc #1213136: Click preview link for longer preview.
Equity Swap Transaction
Confirmation
11th June 2004
California U.S. Holdings, Inc.
c/o ATARI, Inc.
417 Fifth Avenue
New York, NY 10016
United States of America
For the attention of: Mr Frederic Chesnais
--------------------------------------------------------------------------------
Dear Sirs,
The purpose of this letter agreement (this " Confirmation") is to confirm the
terms and conditions of a transaction to be entered into between us (the
"Transaction").
The definitions and . . .
1213136
|
Atari
As referenced in this Confirmation:
ATARI, Inc. – 3
<FILENAME>ex24_061704.txt
<DESCRIPTION>TRANSACTION CONFIRMATION
<TEXT>
Exhibit 24
Equity Swap Transaction
Confirmation
11th June 2004
California U.S. Holdings, Inc.
c/o ATARI, Inc.
417 Fifth Avenue
New York, NY 10016
United States of America
For the attention of: Mr Frederic Chesnais
--------------------------------------------------------------------------------
Dear Sirs,
The purpose of this letter agreement (this " Confirmation") is
_____________
Atari, Inc. – Convention, and subject to the Knock-Out
provisions set out below.
Shares: The fully paid ordinary shares of the
Issuer listed on the Exchange (ISIN:
US04651M1053, Bloomberg: ATAR US).
Issuer: Atari, Inc. , a company incorporated
under the laws of Delaware.
Exchange: The National Association of Securities
Dealers Automated Quotation National
Market System (NASDAQ), or any successor
thereto.
Business Day and
Currency
_____________
ATARI, Inc. – Limited, Ormonde House,
12 Lower Leeson Street,
Dublin 2, Ireland
Telephone: +353 1 439 4900
Facsimile: +353 1 439 4930
Attention: Transaction Administration
The Office for the Address: c/o ATARI, Inc. ,
Counterparty is: 417 Fifth Avenue,
New York, NY 10016, USA
Telephone: +1 212 726 6500
Facsimile: +1 212 726 4239
Attention: General Counsel
With a copy to:
Infogrames Entertainment
_____________
dt 1741229
;
Atari
As referenced in this Confirmation:
ATARI, Inc. – 3
<FILENAME>ex24_061704.txt
<DESCRIPTION>TRANSACTION CONFIRMATION
<TEXT>
Exhibit 24
Equity Swap Transaction
Confirmation
11th June 2004
California U.S. Holdings, Inc.
c/o ATARI, Inc.
417 Fifth Avenue
New York, NY 10016
United States of America
For the attention of: Mr Frederic Chesnais
--------------------------------------------------------------------------------
Dear Sirs,
The purpose of this letter agreement (this " Confirmation") is
_____________
Atari, Inc. – Convention, and subject to the Knock-Out
provisions set out below.
Shares: The fully paid ordinary shares of the
Issuer listed on the Exchange (ISIN:
US04651M1053, Bloomberg: ATAR US).
Issuer: Atari, Inc. , a company incorporated
under the laws of Delaware.
Exchange: The National Association of Securities
Dealers Automated Quotation National
Market System (NASDAQ), or any successor
thereto.
Business Day and
Currency
_____________
ATARI, Inc. – Limited, Ormonde House,
12 Lower Leeson Street,
Dublin 2, Ireland
Telephone: +353 1 439 4900
Facsimile: +353 1 439 4930
Attention: Transaction Administration
The Office for the Address: c/o ATARI, Inc. ,
Counterparty is: 417 Fifth Avenue,
New York, NY 10016, USA
Telephone: +1 212 726 6500
Facsimile: +1 212 726 4239
Attention: General Counsel
With a copy to:
Infogrames Entertainment
_____________
dt 1741237
;
|
 BNY
As referenced in this Confirmation:
Bank of New York
– or
traded on a "trading facility" as
defined in Section 1a(33) of the CEA.
4. Calculation Agent: Nexgen Financial Solutions Limited.
5. Account Details:
Account for payments to The Bank of New York
Nexgen: ABA# 021-000-018
Beneficiary: Pershing LLC
Beneficiary A/C No: 890-051238-5
F/C: Nexgen Capital Ltd
A/C No: 55Y- 660354
10
<PAGE>
_____________
Bank of New York
– Beneficiary: Pershing LLC
Beneficiary A/C No: 890-051238-5
F/C: Nexgen Capital Ltd
A/C No: 55Y- 660354
10
<PAGE>
Account for payments to the The Bank of New York
Counterparty: ABA# 021-000-018
Beneficiary: Pershing LLC
Beneficiary a/c No: 890-051238-5
F/C California U.S. Holdings, Inc.
A/C No: 55Y-663465
6. Offices:
_____________
dt 1725627
|
| Full Doc
| 2005 |
Consultation Agreement
Consultation Agreement (10K)
Doc #1213117: This document is immediately available for purchase, but does not have a preview available for viewing.
1213117
| | |
| Full Doc
| 2004 |
Consultation Agreement
Consultation Agreement (7K)
Doc #1213124: This document is immediately available for purchase, but does not have a preview available for viewing.
1213124
| | |
| Full Doc
| 2004 |
Consultation Agreement
Consultation Agreement (11K)
Doc #1213143: This document is immediately available for purchase, but does not have a preview available for viewing.
1213143
| | |
| Full Doc
| 2006 |
Consulting Agreement
Consulting Agreement (10K)
Doc #1213078: This document is immediately available for purchase, but does not have a preview available for viewing.
1213078
| | |
| Full Doc
| 2007 |
Consulting Agreement
Consulting Agreement (8K)
Doc #3204032: This document is immediately available for purchase, but does not have a preview available for viewing.
3204032
| | |
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| 2007 |
Convertible Note
Convertible Note (14K)
Doc #3204030: Click preview link for longer preview.
THE NOTE EVIDENCED HEREBY HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS.
CONVERTIBLE NOTE
Health Enhancement Products, Inc.
US $[_________]
July __, 2007
FOR VALUE RECEIVED, the undersigned, Health Enhancement Products, Inc., a Nevada corporation, with its principal executive . . .
3204030
| | |
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| 2004 |
Credit Agreement
Credit Agreement (15K)
Doc #1213129: Click preview link for longer preview.
CONSENT TO
CREDIT AGREEMENT
CONSENT, dated as of July 15, 2004 (this "Consent"), to the Credit
Agreement referred to below among ATARI, INC., formerly known as INFOGRAMES,
INC., a Delaware corporation ("Borrower"), the other parties signatory thereto
as Credit Parties, the Lenders party thereto (the "Lenders"), and GENERAL
ELECTRIC CAPITAL CORPORATION, a Delaware corporation, for itself, as a Lender,
and as agent for the Lenders (in such capacity, "Agent").
. . .
1213129
|
Atari
As referenced in this Credit Agreement:
ATARI, INC. – lt;TEXT>
<PAGE>
EXHIBIT 10.2
CONSENT TO
CREDIT AGREEMENT
CONSENT, dated as of July 15, 2004 (this "Consent"), to the Credit
Agreement referred to below among ATARI, INC. , formerly known as INFOGRAMES,
INC., a Delaware corporation ("Borrower"), the other parties signatory thereto
as Credit Parties, the Lenders party thereto (the "Lenders"), and GENERAL
ELECTRIC CAPITAL CORPORATION, a
_____________
ATARI, INC. – instrument.
5
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Consent to
be duly executed and delivered as of the day and year first above written.
ATARI, INC.
By:/s/ Harry M. Rubin
------------------
Name: Harry M. Rubin
Title: Senior Executive Vice President
GENERAL ELECTRIC CAPITAL
CORPORATION, as Agent and Lender
By:/s/ E.J. Hess
-------------
Name: E.
_____________
dt 1460449
;
|
Atari
As referenced in this Credit Agreement:
ATARI, INC. – lt;TEXT>
<PAGE>
EXHIBIT 10.2
CONSENT TO
CREDIT AGREEMENT
CONSENT, dated as of July 15, 2004 (this "Consent"), to the Credit
Agreement referred to below among ATARI, INC. , formerly known as INFOGRAMES,
INC., a Delaware corporation ("Borrower"), the other parties signatory thereto
as Credit Parties, the Lenders party thereto (the "Lenders"), and GENERAL
ELECTRIC CAPITAL CORPORATION, a
_____________
ATARI, INC. – instrument.
5
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Consent to
be duly executed and delivered as of the day and year first above written.
ATARI, INC.
By:/s/ Harry M. Rubin
------------------
Name: Harry M. Rubin
Title: Senior Executive Vice President
GENERAL ELECTRIC CAPITAL
CORPORATION, as Agent and Lender
By:/s/ E.J. Hess
-------------
Name: E.
_____________
dt 1460462
|
| Preview
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| 2003 |
Credit Agreement
Credit Agreement (22K)
Doc #1213156: Click preview link for longer preview.
FOURTH AMENDMENT AND CONSENT TO
CREDIT AGREEMENT
FOURTH AMENDMENT AND CONSENT, dated as of September 12, 2003
(this "Amendment"), to the Credit Agreement referred to below among ATARI, INC.,
successor in interest by merger to INFOGRAMES, INC., a Delaware corporation
("Borrower"), the other parties signatory thereto as Credit Parties, the Lenders
party thereto (the "Lenders"), and GENERAL ELECTRIC CAPITAL CORPORATION, a
Delaware corporation, for itself, as a Lender, and as agent for . . .
1213156
|
Atari
As referenced in this Credit Agreement:
ATARI, INC. – EXHIBIT 10.1
FOURTH AMENDMENT AND CONSENT TO
CREDIT AGREEMENT
FOURTH AMENDMENT AND CONSENT, dated as of September 12, 2003
(this "Amendment"), to the Credit Agreement referred to below among ATARI, INC. ,
successor in interest by merger to INFOGRAMES, INC., a Delaware corporation
("Borrower"), the other parties signatory thereto as Credit Parties, the Lenders
party thereto (the "Lenders"), and GENERAL ELECTRIC
_____________
ATARI, INC. – instrument.
7
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused
this Amendment to be duly executed and delivered as of the day and year first
above written.
ATARI, INC.
By: /s/ Denis Guyennot
----------------------------------
Name: Guyennot, Denis
Title: President & COO
GENERAL ELECTRIC CAPITAL
CORPORATION, as Agent and Lender
By: /s/ Christopher Cox
----------------------------------
Name: Christopher Cox
Its: Duly Authorized
_____________
dt 1460450
;
|
Atari
As referenced in this Credit Agreement:
ATARI, INC. – EXHIBIT 10.1
FOURTH AMENDMENT AND CONSENT TO
CREDIT AGREEMENT
FOURTH AMENDMENT AND CONSENT, dated as of September 12, 2003
(this "Amendment"), to the Credit Agreement referred to below among ATARI, INC. ,
successor in interest by merger to INFOGRAMES, INC., a Delaware corporation
("Borrower"), the other parties signatory thereto as Credit Parties, the Lenders
party thereto (the "Lenders"), and GENERAL ELECTRIC
_____________
ATARI, INC. – instrument.
7
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused
this Amendment to be duly executed and delivered as of the day and year first
above written.
ATARI, INC.
By: /s/ Denis Guyennot
----------------------------------
Name: Guyennot, Denis
Title: President & COO
GENERAL ELECTRIC CAPITAL
CORPORATION, as Agent and Lender
By: /s/ Christopher Cox
----------------------------------
Name: Christopher Cox
Its: Duly Authorized
_____________
dt 1460463
|
| Preview
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| 2003 |
Credit Agreement
Credit Agreement (18K)
Doc #1213176: Click preview link for longer preview.
FIRST AMENDMENT AND CONSENT TO
CREDIT AGREEMENT
FIRST AMENDMENT AND CONSENT, dated as of March 28, 2003 (this
"Amendment"), to the Credit Agreement referred to below among INFOGRAMES, INC.,
a Delaware corporation ("Borrower"), the other parties signatory thereto as
Credit Parties, the Lenders party thereto (the "Lenders") and GENERAL ELECTRIC
CAPITAL CORPORATION, a Delaware corporation, for itself, as a Lender, and as
agent for the Lenders (in such capacity, "Agent").
. . .
1213176
| | |
| Full Doc
| 2003 |
Credit Agreement
Credit Agreement (15K)
Doc #1213177: This document is immediately available for purchase, but does not have a preview available for viewing.
1213177
| | |
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| 2004 |
Employment Agreement
Employment Agreement (30K)
Doc #889126: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
This AGREEMENT is made and entered into as of the [ ] day of [ ], 2004, by and between GRAND TOYS INTERNATIONAL LIMITED, a limited company organized under the laws of the Hong Kong Special Administrative Region of the People�s Republic of China having its registered office at Room UG202, Floor UG2, Chinachem Golden Plaza, 77 Mody Road, Tsimshatsui East, Kowloon, Hong Kong (�Grand�), and DAVID J. FREMED, a citizen of the . . .
889126
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Atari
As referenced in this Employment Agreement:
Atari, Inc. – will use its commercial best efforts to ensure that the benefits provided are no less advantageous as a whole to Fremed than the benefits he enjoyed at his previous employer, Atari, Inc. , a summary of which is set forth in the attachment hereto. Pending the establishment of a benefit plan applicable to all United States employees of Grand and its subsidiaries,
_____________
Atari, Inc. – the establishment of a benefit plan applicable to all United States employees of Grand and its subsidiaries, Grand shall reimburse to Fremed the cost of obtaining continuation coverage under the Atari, Inc. benefit plans, which are estimated at US$1,040 per month.
5. Termination.
Fremeds employment hereunder shall be terminated upon Fremeds death or Fremeds voluntarily leaving the employ of
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dt 1460446
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Atari
As referenced in this Employment Agreement:
Atari, Inc. – will use its commercial best efforts to ensure that the benefits provided are no less advantageous as a whole to Fremed than the benefits he enjoyed at his previous employer, Atari, Inc. , a summary of which is set forth in the attachment hereto. Pending the establishment of a benefit plan applicable to all United States employees of Grand and its subsidiaries,
_____________
Atari, Inc. – the establishment of a benefit plan applicable to all United States employees of Grand and its subsidiaries, Grand shall reimburse to Fremed the cost of obtaining continuation coverage under the Atari, Inc. benefit plans, which are estimated at US$1,040 per month.
5. Termination.
Fremeds employment hereunder shall be terminated upon Fremeds death or Fremeds voluntarily leaving the employ of
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dt 1460459
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 Katten Muchin
As referenced in this Employment Agreement:
Katten Muchin – Grand Toy International Limited
Room UG202, Floor UG2
Chinachem Golden Plaza
77 Mody Road
Tsimshatsui East
Kowloon, Hong Kong
Attention: Managing Director
Facsimile No.: (852) 2520 5515
with copies to:
Katten Muchin Zavis Rosenman
1251 Avenue of the Americas, 29th Floor
New York, NY 10020
Attention: Paul J. Pollock, Esq.
Fax: (212) 894-5511
and
Dorsey & Whitney
One Pacific Place,
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dt 1411010
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Full Doc
| 2005 |
Employment Agreement
Employment Agreement (63K)
Doc #1213113: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into this November 26, 2004
(the "Effective Date"), by and between ATARI, INC. (the "Company") and James
Caparro, the undersigned individual ("Executive").
IN CONSIDERATION of the mutual covenants and agreements hereinafter set
forth, the Company and Executive agree as follows:
1. Employment: The Company hereby employs Executive to render his services
as President and Chief Executive Officer of the Company. Executive shall . . .
1213113
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Atari
As referenced in this Employment Agreement:
ATARI, INC. – lt;TEXT>
<PAGE>
EXHIBIT 10.4
EXECUTION COPY
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into this November 26, 2004
(the "Effective Date"), by and between ATARI, INC. (the "Company") and James
Caparro, the undersigned individual ("Executive").
IN CONSIDERATION of the mutual covenants and agreements hereinafter set
forth, the Company and Executive agree as follows:
1. Employment:
_____________
ATARI, INC. – an original, but all of which taken
together shall constitute one and the same agreement. Facsimile signatures of
any party will have the same force and effect as original signatures.
ATARI, INC.
By: /s/ Harry Z. Glantz
--------------------------------------
By: Senior Vice President, Human Resource
ACCEPTED AND AGREED TO:
/s/ James Caparro
--------------------------
James Caparro
<PAGE>
EXHIBIT A
PRE-APPROVED BOARD MEMBERSHIPS
&
_____________
dt 1460447
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Atari
As referenced in this Employment Agreement:
ATARI, INC. – lt;TEXT>
<PAGE>
EXHIBIT 10.4
EXECUTION COPY
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into this November 26, 2004
(the "Effective Date"), by and between ATARI, INC. (the "Company") and James
Caparro, the undersigned individual ("Executive").
IN CONSIDERATION of the mutual covenants and agreements hereinafter set
forth, the Company and Executive agree as follows:
1. Employment:
_____________
ATARI, INC. – an original, but all of which taken
together shall constitute one and the same agreement. Facsimile signatures of
any party will have the same force and effect as original signatures.
ATARI, INC.
By: /s/ Harry Z. Glantz
--------------------------------------
By: Senior Vice President, Human Resource
ACCEPTED AND AGREED TO:
/s/ James Caparro
--------------------------
James Caparro
<PAGE>
EXHIBIT A
PRE-APPROVED BOARD MEMBERSHIPS
&
_____________
dt 1460460
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Full Doc
| 2004 |
Employment Agreement
Employment Agreement (85K)
Doc #1213127: Click preview link for longer preview.
EXECUTION VERSION
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into on July 1, 2004, and
effective as of April 1, 2004 (the "Effective Date"), by and between ATARI, INC.
(the "Company") and BRUNO BONNELL, the undersigned individual ("Executive").
IN CONSIDERATION of the mutual covenants and agreements hereinafter set
forth, the Company and Executive agree as follows:
1. Employment: As of the Effective Date, the . . .
1213127
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Atari
As referenced in this Employment Agreement:
ATARI, INC. – 10.1
EXECUTION VERSION
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into on July 1, 2004, and
effective as of April 1, 2004 (the "Effective Date"), by and between ATARI, INC.
(the "Company") and BRUNO BONNELL, the undersigned individual ("Executive").
IN CONSIDERATION of the mutual covenants and agreements hereinafter set
forth, the Company and Executive agree as follows:
1. Employment:
_____________
ATARI, INC. – an original, but all of which taken
together shall constitute one and the same agreement. Facsimile signatures of
any party will have the same force and effect as original signatures.
ATARI, INC.
By: /s/ Harry Z. Glantz
-------------------
By: Sr. V.P. Human Resources
------------------------
ACCEPTED AND AGREED TO:
/s/ Bruno Bonnell
-----------------
Bruno Bonnell
<PAGE>
EXHIBIT A
PRE-APPROVED BOARD MEMBERSHIPS
_____________
ATARI, INC. – EXHIBIT A
PRE-APPROVED BOARD MEMBERSHIPS
IESA and any subsidiaries
DANONE S.A
EURAZEO S.A
SCPS
SAOS OL
PATHE
<PAGE>
EXHIBIT B
TERMINATION AND GENERAL RELEASE AGREEMENT
ATARI, INC.
417 Fifth Avenue
New York, New York 10016
<<Date>>
<<Gender>> <<EMP_First_Name>> <<EMP_Last_Name>>
<&
_____________
Atari, Inc. – SIGN THIS AGREEMENT, YOU
HAVE SEVEN (7) DAYS TO CHANGE YOUR MIND AND TERMINATE THIS AGREEMENT, THEREBY
RELEASING ALL PARTIES FROM ANY OBLIGATIONS SET FORTH IN THIS AGREEMENT.
You and Atari, Inc. ("Employer") hereby agree as follows:
1. TERMINATION. The termination of your employment with Employer shall be
effective as of the end of the day on <<TERMINATION_DATE>&
_____________
Atari, Inc. – employed, any rights of indemnification, any rights to directors and officer
liability insurance, any right as a shareholder or any right under Section 10(g)
of your Employment Agreement.
(c) Atari, Inc. , and its parent, subsidiary or affiliated companies,
hereby acknowledge and agree that on and after the Termination Date, each of
them will immediately be deemed to have and shall
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dt 1460448
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Atari
As referenced in this Employment Agreement:
ATARI, INC. – 10.1
EXECUTION VERSION
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is entered into on July 1, 2004, and
effective as of April 1, 2 |