EXHIBIT 1.1 BERINGER WINE ESTATES HOLDINGS, INC. CLASS B COMMON STOCK (PAR VALUE $.0001 PER SHARE) ______________ UNDERWRITING AGREEMENT (U.S. VERSION) _________________________Underwriting Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • New York
UNDER THEIncentive Stock Option Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • California
Page ---- ARTICLE I. DEFINITIONS............................................. 1 1.1 Defined Terms........................................... 1 1.2 Knowledge............................................... 4 1.3 Other Defined...Stock Purchase Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • New York
Beringer Wine Estates Holdings, Inc. 610 Airpark Road P.O. Box 4500 Napa, California 94558Acquisition Agreement • September 1st, 2000 • Beringer Wine Estates Holdings Inc • Beverages • Delaware
RECITALS --------Credit Agreement • October 3rd, 1997 • Beringer Wine Estates Holdings Inc • Beverages
RECITALSMerger Agreement • September 1st, 2000 • Beringer Wine Estates Holdings Inc • Beverages • Delaware
Exhibit (e)(4) EMPLOYMENT AGREEMENT -------------------- This Employment Agreement (the "Agreement") is dated as of September __, 2000, by and between _________________ ("you", "You" or "Employee") and_______ Beringer Wine Estates Company ("BWE"), a...Employment Agreement • September 1st, 2000 • Beringer Wine Estates Holdings Inc • Beverages • California
UNDER THENon-Qualified Stock Option Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • California
Exhibit 10.6 INDEMNITY AGREEMENT ------------------- THIS INDEMNITY AGREEMENT, dated as of __________, 1997, between Beringer Wine Estates Holdings, Inc., a Delaware corporation (the "Corporation"), and ________________ (the "Indemnitee"). W I T N E S...Indemnification & Liability • August 27th, 1997 • Beringer Wine Estates Holdings Inc
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 10, 1998 among BERINGER WINE ESTATES COMPANY as Borrower and PACIFIC COAST FARM CREDIT SERVICES, ACA BANK OF AMERICA NT&SA GENERAL ELECTRIC CAPITAL CORPORATION COOPERATIEVE CENTRALE...Credit Agreement • February 16th, 1999 • Beringer Wine Estates Holdings Inc • Beverages • California
TENDER, VOTING AND OPTION AGREEMENT, dated as of August 28, 2000 (this "Agreement"), among Foster's Brewing Group Limited, a corporation organized --------- under the laws of the State of South Australia, Commonwealth of Australia (ABN: 49 007 620...Tender, Voting and Option Agreement • September 1st, 2000 • Beringer Wine Estates Holdings Inc • Beverages • Delaware
COBANK, ACBCredit Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • California
RECITALSStock Option Agreement • October 3rd, 1997 • Beringer Wine Estates Holdings Inc • Beverages • California
EXHIBIT 10.10 CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. 1996 GRAPE, JUICE AND WINE PURCHASE AGREEMENT DELICATO VINEYARDS & BERINGER WINE ESTATES COMPANY1996 Grape, Juice and Wine Purchase Agreement • October 3rd, 1997 • Beringer Wine Estates Holdings Inc • Beverages • California
EXHIBIT 21.1 Subsidiaries as of August 19, 1997: ---------------------------------- BERINGER VINEYARDS (EUROPE) S.A. (SWISS CORP.) BERINGER WINE ESTATES SALES CO. (CA CORP.) BERINGER FOREIGN SALES CORPORATION (BARBADOS CORP.) CORK PROCESSORS, INC....Exhibit of Subsidiaries • August 27th, 1997 • Beringer Wine Estates Holdings Inc
BERINGER VINEYARDS (EUROPE) S.A. (SWISS CORP.) BERINGER WINE ESTATES SALES CO. (CA CORP.) BERINGER FOREIGN SALES CORPORATION (BARBADOS CORP.) CORK PROCESSORS, INC. (DEL. CORP.)
RECITALS: --------Stockholders Rights Agreement and Voting Agreement • August 27th, 1997 • Beringer Wine Estates Holdings Inc • Delaware
