ARTICLE IStock Purchase Agreement • May 13th, 2002 • Companhia De Bebidas Das Americas-Ambev • Beverages • New York
RecitalsEscrow Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages • New York
INDENTUREIndenture • August 29th, 2002 • American Beverage Co Ambev • Beverages • New York
EXHIBIT 99.1 Joint Filing Agreement Pursuant to Rule 13d-1 --------------------------------------------- This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act") by and among the parties listed below,...Joint Filing Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages
INDENTURE amongIndenture • June 30th, 2004 • American Beverage Co Ambev • Beverages • New York
EXHIBIT 4.1 PURCHASE AGREEMENTPurchase Agreement • June 30th, 2004 • American Beverage Co Ambev • Beverages • New York
ARTICLE IShare Exchange Agreement • May 13th, 2002 • Companhia De Bebidas Das Americas-Ambev • Beverages • New York
LOCK-UP AGREEMENTLock-Up Agreement • March 9th, 2004 • American Beverage Co Ambev • Beverages
By: /s/ C. Baillet ------------------------------------- Name: Title:Stock Purchase Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages • New York
COMPANHIA DE BEBIDAS DAS AMÉRICAS - AMBEV AND THE BANK OF NEW YORKDeposit Agreement • July 24th, 2007 • American Beverage Co Ambev • Beverages • New York
DEPOSIT AGREEMENT dated as of July 17, 2000, as amended and restated as of October 23, 2000, as further amended and restated as of _________________, 2007, among COMPANHIA DE BEBIDAS DAS AMÉRICAS - AMBEV, a company incorporated under the laws of Brazil (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners (as hereinafter defined) from time to time of American Depositary Receipts issued hereunder (herein called the Deposit Agreement).
August 9, 2004 EXCHANGE AGENT AGREEMENT The Bank of New York 101 Barclay Street New York, New York 10286 Attention: Corporate Trust Administration Ladies and Gentlemen: Companhia Brasileira de Bebidas (the "Company") proposes to make an offer (the...Exchange Agent Agreement • August 10th, 2004 • American Beverage Co Ambev • Beverages • New York
LICENSE AGREEMENT dated as of January 31, 2003, between QUILMES INDUSTRIAL (QUINSA) SOCIETE ANONYME, a Luxembourg corporation ("QUINSA"), and COMPANHIA DE BEBIDAS DAS AMERICAS - AMBEV, a Brazilian sociedade anonima ("AMBEV").License Agreement • June 30th, 2003 • American Beverage Co Ambev • Beverages • New York
EXHIBIT 99.1 Joint Filing Agreement Pursuant to Rule 13d-1 _____________________________________________ This agreement is made pursuant to Rule 13d-1(b)(1)(ii)(J) and Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act") by and among...Joint Filing Agreement • May 13th, 2002 • Companhia De Bebidas Das Americas-Ambev • Beverages
This agreement is made pursuant to Rule 13d-1(b)(1)(ii)(J) and Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act") by and among the parties listed below, each referred to herein as a "Joint Filer." The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13G or 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1. This agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together constitute a single contract. Delivery of an executed counterpart of this agreement by telecopy shall be as effective as delivery of a manually executed counterpart of this agreement.
EXHIBIT D JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1 This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act") by and among the parties listed below, each referred to herein as a "Joint Filer." The...Joint Filing Agreement • November 29th, 2002 • American Beverage Co Ambev • Beverages
This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act") by and among the parties listed below, each referred to herein as a "Joint Filer." The Joint Filers agree that a statement of beneficial ownership as required by Section 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13D and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1. This agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together constitute a single contract. Delivery of an executed counterpart of this agreement by telecopy shall be as effective as delivery of a manually executed counterpart of this agreement.
CONFORMED COPY SHAREHOLDERS AGREEMENT dated as of March 2, 2004, among BRC, a corporation (societe anonyme) duly incorporated and validly existing under the laws of Luxembourg, having its registered office at 73, Cote d'Eich, L-1450, Luxembourg...Shareholder Agreement • March 9th, 2004 • American Beverage Co Ambev • Beverages
REGISTRATION RIGHTS AGREEMENT dated as of January 31, 2003, among Beverage Associates (BAC) Corp., a British Virgin Islands corporation ("BAC")and Companhia de Bebidas das Americas-AmBev, a Brazilian corporation (the "Company"). R E C I T A L S...Registration Rights Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages • New York
AND OWNERS OF AMERICAN DEPOSITARY RECEIPTS Common Deposit Agreement Dated as of July 17, 2000 Amended and Restated as of October 23, 2000Deposit Agreement • May 24th, 2005 • American Beverage Co Ambev • Beverages • New York
DEPOSIT AGREEMENT dated as of July 17, 2000, as amended and restated as of October 23, 2000, among COMPANHIA DE BEBIDAS DAS AMÉRICAS - AMBEV, a company incorporated under the laws of Brazil (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners (as hereinafter defined) from time to time of American Depositary Receipts issued hereunder (herein called the Deposit Agreement).
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT Dated September 18 2003Registration Rights Agreement • June 30th, 2004 • American Beverage Co Ambev • Beverages • New York
Article I DefinitionsGovernance Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT Dated December 19, 2001Registration Rights Agreement • August 29th, 2002 • American Beverage Co Ambev • Beverages • New York
ARTICLE I DefinitionsShare Transfer Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages • New York
CONFORMED COPY CONTRIBUTION AND SUBSCRIPTION AGREEMENTContribution and Subscription Agreement • March 9th, 2004 • American Beverage Co Ambev • Beverages • New York
ARTICLE I DefinitionsShareholders Agreement • February 4th, 2003 • American Beverage Co Ambev • Beverages • New York
PAGE SECTION 1. Definitions.........................................................1 SECTION 2. Guaranty ...........................................................9 SECTION 3. Guaranty Absolute..................................................10...Guaranty • August 29th, 2002 • American Beverage Co Ambev • Beverages • New York
DRAFT IN AGREED FORM STICHTING INTERBREW Conditions of Administration The present Conditions of Administration apply to the AK, incorporated on 19 October 2000 by a notarial deed executed by the Notary Heering, having his registered office located in...Conditions of Administration • March 9th, 2004 • American Beverage Co Ambev • Beverages
GUARANTYGuaranty • June 30th, 2004 • American Beverage Co Ambev • Beverages • New York
EXHIBIT 2.22 This CONSENT AND INDEMNITY AGREEMENT (this "Agreement") dated as of May 24, 2004, is made and entered into by and among COMPANHIA DE BEBIDAS DAS AMERICAS-AMBEV, a corporation organized under the laws of the Federative Republic of Brazil...Consent and Indemnity Agreement • May 27th, 2004 • American Beverage Co Ambev • Beverages • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 26th, 2007 • American Beverage Co Ambev • Beverages • New York
This STOCK PURCHASE AGREEMENT (this "Agreement") is dated as of December 21, 2007 between Companhia de Bebidas das Américas - AmBev, a Brazilian corporation (the "Buyer"), on the one hand and Duma Master Fund, L.P., a Cayman Islands exempt limited partnership (the "Seller"), on the other hand.
EXHIBIT 2.16 (A free translation of the original in Portuguese) FIRST AMENDMENT TO THE SHAREHOLDERS' AGREEMENT OF COMPANHIA DE BEBIDAS DAS AMERICAS - AMBEV FUNDACAO ANTONIO E HELENA ZERRENNER INSTITUICAO NACIONAL DE BENEFICENCIA, headquartered in the...Shareholder Agreement • March 9th, 2004 • American Beverage Co Ambev • Beverages
dated as of March 3, 2004 amongIncorporacao Agreement • March 9th, 2004 • American Beverage Co Ambev • Beverages • New York
August ___, 2004 INTERBREW S.A. INTERBREW INTERNATIONAL B.V. COMPANHIA DE BEBIDAS DAS AMÉRICAS - AMBEV JALUA SPAIN S.L. TRANSFER AGREEMENTTransfer Agreement • July 1st, 2005 • American Beverage Co Ambev • Beverages • New York
INTERBREW INTERNATIONAL B.V., Ceresstraat 19, 4811 CA Breda, The Netherlands, a corporation organized under the laws of the Netherlands
INDENTURE among AMBEV INTERNATIONAL FINANCE CO. LTD., as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Calculating Agent, Paying Agent and Authenticating Agent and DEUTSCHE BANK LUXEMBOURG S.A. as Luxembourg Paying Agent and Luxembourg...Indenture • September 22nd, 2008 • American Beverage Co Ambev • Beverages • New York
INDENTURE (the “Indenture”) dated as of July 24, 2007 among AmBev International Finance Co. Ltd. (the “Issuer”), a company incorporated with limited liability in the Cayman Islands (“Cayman Islands”), Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”), as calculating agent (the “Calculating Agent”) and as Paying Agent in New York (the “Paying Agent”) and Deutsche Bank Luxembourg S.A. as paying agent and transfer agent in Luxembourg.
RECITALSInsurance Policy Agreement • June 30th, 2004 • American Beverage Co Ambev • Beverages • New York
OFFER BY BEVERAGE ASSOCIATES HOLDING LTD. ("BAH") FOR THE SECURITIES OF QUILMES INDUSTRIAL ("QUINSA"), SOCIÉTÉ ANONYME (THE "COMPANY") FORM OF WITHDRAWAL REQUEST1 TO WITHDRAW THE COMPANY SHARES TENDERED IN THE OFFER MADE BY BAHWithdrawal Request • January 25th, 2007 • American Beverage Co Ambev • Beverages
The undersigned hereby represents that the undersigned has tendered the Company shares in the Offer made by BAH and wishes to withdraw all or part of such tenders as indicated below.
LABATT SERVICES AGREEMENTServices Agreement • July 1st, 2005 • American Beverage Co Ambev • Beverages • New York
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereto have agreed as follows:
