ARTICLE I DEFINITIONSRegistration Rights Agreement • February 19th, 1998 • Getty Investments LLC • Services-business services, nec • Delaware
FOURTH AMENDMENT TO RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GETTY INVESTMENTS L.L.C.Limited Liability Company Agreement • October 15th, 2003 • Getty Investments LLC • Services-business services, nec • Delaware
THIRD AMENDMENT TO STOCKHOLDERS AGREEMENTStockholders Agreement • October 15th, 2003 • Getty Investments LLC • Services-business services, nec • Delaware
RESTATED OPTION AGREEMENT THE AGREEMENT, made as of the 9th day of February 1998 by and between: (1) GETTY INVESTMENTS LLC, a limited liability company organised and existing under the laws of the State of Delaware, United States of America, with its...Option Agreement • February 19th, 1998 • Getty Investments LLC • Services-business services, nec • Delaware
RECITALSRegistration Rights Agreement • December 9th, 1999 • Getty Investments LLC • Services-business services, nec • Delaware
SECOND AMENDMENT TO RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GETTY INVESTMENTS L.L.C.Limited Liability Company Agreement • October 15th, 2003 • Getty Investments LLC • Services-business services, nec • Delaware
THIRD AMENDMENT TO RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GETTY INVESTMENTS L.L.C.Limited Liability Company Agreement • October 15th, 2003 • Getty Investments LLC • Services-business services, nec • Delaware
1) GETTY INVESTMENTS L.L.C. (2) THE INVESTORS NAMED HEREIN (3) GETTY IMAGES, INC. (4) MARK GETTY AND JONATHAN KLEIN RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • February 19th, 1998 • Getty Investments LLC • Services-business services, nec • Delaware
AMONGStockholders' Agreement • February 19th, 1998 • Getty Investments LLC • Services-business services, nec • Delaware
Exhibit 11 ---------- GETTY INVESTMENTS INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT is made as of November 22, 1999 BETWEEN: (1) GETTY IMAGES, INC., a Delaware corporation whose registered office is at 701 North 34th Street, Suite 400, Seattle,...Getty Investments Indemnity Agreement • December 9th, 1999 • Getty Investments LLC • Services-business services, nec • Delaware
Getty Investments L.L.C. 1325 Airmotive Way Suite 262 Reno, NV 89502 February 9, 1998 Getty Images, Inc. 101 Bayham Street London NW1 0AG EnglandGetty Investments LLC • February 19th, 1998 • Services-business services, nec
PLEDGE AGREEMENTPledge Agreement • February 19th, 1998 • Getty Investments LLC • Services-business services, nec • California
OPERATING AGREEMENT OF GETTY INVESTMENTS CONTINUATION L.L.C.Operating Agreement • October 5th, 2006 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
This Limited Liability Company Operating Agreement (this “Agreement”) of GETTY INVESTMENTS CONTINUATION L.L.C. (the “Company”), a limited liability company formed pursuant to the Delaware Limited Liability Company Act, by and among the Members whose names are listed on Schedule A (the “Members”) attached hereto as part of this Agreement.
FIRST AMENDMENT TO LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF GETTY INVESTMENTS L.L.C.Limited Liability Company Operating Agreement • September 28th, 2007 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
THIS FIRST AMENDMENT TO LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Amendment”) of Getty Investments L.L.C., a Delaware limited liability company (the “Company”), is made as of September 25, 2007 among the following parties:
Exhibit 8 --------- Getty Investments L.L.C. 1325 Airmotive Way, Suite 262 Reno, Nevada 89502 October 26, 1999 Getty Images, Inc. 701 North 34th Street Seattle, Washington 98103 Dear Sirs: Getty Investments L.L.C., a limited liability company...Getty Investments LLC • December 9th, 1999 • Services-business services, nec • New York
Getty Investments L.L.C.Getty Investments LLC • February 27th, 2008 • Services-mailing, reproduction, commercial art & photography
Reference is made to (i) the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Abe Investment, L.P. (“Parent”), Abe Acquisition Corp. (“Merger Sub”) and Getty Images, Inc. (the “Company”) and (ii) the Interim Investor Agreement (the “Interim Investor Agreement”), dated the date hereof, by and among Getty Investments, Parent and the other parties named therein. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • September 6th, 2022 • Getty Investments LLC • Services-business services, nec
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby acknowledges and agrees to the joint filing on behalf of each of them of a statement on Schedule 13D, and amendments thereto, relating to the common stock, par value $0.0001 per share of Getty Images Holdings, Inc. This Joint Filing Agreement shall be included as an Exhibit to such joint filing, and may be executed in any number of counterparts all of which together shall constitute one and the same instrument.
FIFTH AMENDMENT TO RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GETTY INVESTMENTS L.L.C.Limited Liability Company Agreement • October 5th, 2006 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
THIS FIFTH AMENDMENT TO RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”) is made as of July 1, 2004 among the following parties:
WAIVER AND AMENDMENT TO RESTATED OPTION AGREEMENTOption Agreement • February 27th, 2008 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • New York
This WAIVER AND AMENDMENT TO RESTATED OPTION AGREEMENT, dated as of February 24, 2008 (this “Agreement”), is by and among Getty Investments L.L.C., a Delaware limited liability company (“Getty Investments”), Getty Images, Inc., a Delaware corporation (“Getty Images”), Getty Communications Limited (f/k/a Getty Communications plc) a company organized under the laws of England and Wales (“Getty Communications”), and Abe Investment, L.P., a Delaware limited partnership (“Parent”).
Re: Rollover Commitment LetterGetty Investments LLC • February 27th, 2008 • Services-mailing, reproduction, commercial art & photography • Delaware
Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as it may be amended from time to time in compliance with the Interim Investors Agreement, the “Merger Agreement”), by and among Abe Investment, L.P., a Delaware limited partnership (“Parent”), Abe Acquisition Corp., a Delaware corporation (“Merger-Sub”), and Getty Images, Inc., a Delaware corporation (the “Company”), pursuant to which Merger Sub will be merged into the Company (the “Merger”). Capitalized terms used but not defined herein have the respective meanings ascribed to them in the Merger Agreement. The parties listed on Schedule A hereto are collectively referred to herein as the “Investors”.
FIFTH AMENDMENT AND WAIVER TO STOCKHOLDERS AGREEMENTStockholders Agreement • February 27th, 2008 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
This Fifth Amendment and Waiver to Stockholders Agreement (the “Amendment”) is made effective as of the 24th day of February, 2008, by and between (a) Getty Images, Inc., a Delaware corporation (the “Company”), and (b) Getty Investments L.L.C., a Delaware limited liability company (“Getty Investments”), Mark H. Getty, Jonathan D. Klein, RBC Trustees (C.I.) Limited, as Trustee of The October 1993 Trust, and Abacus Trust Company Limited, as Trustee of the JD Klein Family Settlement (as successor by assignment from Crediton Limited).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 5th, 2006 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of October 4, 2006 (this "Agreement"), between Getty Investments Continuation L.L.C., a Delaware limited liability company (the "First Delaware LLC"), and Getty Investments L.L.C., a Delaware limited liability company (the "Second Delaware LLC").
INTERIM INVESTORS AGREEMENTInterim Investors Agreement • February 27th, 2008 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
This Interim Investors Agreement (the “Agreement”) is made as of February 24, 2008 by and among Abe Investment, L.P., a Delaware limited partnership (“Parent”), Abe Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), Abe Investment Holdings, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Holdings”), and the other parties appearing on the signature pages hereto.
VOTING AGREEMENTVoting Agreement • February 27th, 2008 • Getty Investments LLC • Services-mailing, reproduction, commercial art & photography • Delaware
VOTING AGREEMENT, dated as of February 24, 2008 (this “Agreement”), among Abe Investment, L.P., a Delaware limited partnership (“Parent”), Getty Investments L.L.C., a Delaware limited liability company (“Investments”), the October 1993 Trust, an Isle of Jersey trust (“1993 Trust”), the Cheyne Walk Trust, a Nevada irrevocable private trust (“CWT”), the Ronald Family Trust B, a Nevada irrevocable private trust (“RFTB”), Mark H. Getty, an individual (“Mark Getty”), and the Options Settlement, an Isle of Jersey trust (“Options Settlement,” and together with Investments, 1993 Trust, CWT, RFTB and Mark Getty, the “Stockholders”).
