NON-QUALIFIED STOCK OPTION AGREEMENT- U.S.Non-Qualified Stock Option Agreement • November 19th, 2002 • Genesys Sa • Services-business services, nec • New York
Brussels, 24 March 2003 RE : SHAREHOLDER AGREEMENT Gentlemen, As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA...Shareholder Agreement • April 4th, 2003 • Genesys Sa • Services-business services, nec
As agreed, we have decided to co-ordinate with you the acquisitions or transfers of shares or any other security (hereafter referred to as "Securities") issued by the company Genesys, SA with a Board of Directors and a capital of 77,049,665 EURO, having its registered company office situated at 954 avenue Jean Mermoz at Montpellier (34000), registered on the Montpellier Corporate Register under the number 339 697 021 (hereafter referred to as the "Company") of which the shares are listed on the Paris New Euronext Market (Euroclear Code 3955) and represented by "American Depository Receipts" registered on Nasdaq.
August 8, 2000Credit Agreement • February 12th, 2001 • Genesys Sa
GENESYS S.A. and THE BANK OF NEW YORK As Depositary and OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of February 12, 2001 Amended and Restated as of March 11, 2005Deposit Agreement • June 4th, 2007 • Genesys Sa • Communications services, nec • New York
Exhibit d(4) INCENTIVE STOCK OPTION AGREEMENT- U.S. STOCK OPTION AGREEMENT, dated as of ______________, 2002, by and between Genesys, S.A. ("Genesys"), and the grantee, an Employee of the Corporation, whose name appears on the signature page hereof...Incentive Stock Option Agreement • November 19th, 2002 • Genesys Sa • Services-business services, nec • New York
JOINT FILING AGREEMENTJoint Filing Agreement • April 18th, 2003 • Genesys Sa • Services-business services, nec
The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 17, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k).
DATED 30 APRIL 2003 GENESYS CONFERENCING, INC. (formerly, VIALOG CORPORATION) as Term A1, Term B and Revolver 1 Borrower GENESYS S.A. as Term A2 and Revolver 2 Borrower BNP PARIBAS as Agent And BNP PARIBAS as Security Agent And OTHERSAmendment No3 Relating to the Facilities Agreement • May 15th, 2003 • Genesys Sa • Services-business services, nec
PURCHASE GUARANTEE AGREEMENTPurchase Guarantee Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec
PURCHASE GUARANTEE AGREEMENT, dated as of [•] January 2006, between (i) HSBC Bank plc, a company duly organized and existing under the laws of England whose registered office is at 8 Canada Square, London E14 5HQ and is registered under number 14259 (“HSBC”), and (ii) Genesys S.A., a French société anonyme whose registered office is at l’Acropole, 954-980 avenue Jean Mermoz, 34000 Montepellier and is registered under number 339 697 021, RCS (the “Company”, and together with HSBC, the “Parties”).
DATED 6 AUGUST 2004 GENESYS CONFERENCING, INC. (formerly, VIALOG CORPORATION) as Term A1, Term B and Revolver 1 Borrower GENESYS S.A. as Term A2 and Revolver 2 Borrower BNP PARIBAS as Agent and BNP PARIBAS as Security Agent and OTHERSFacilities Agreement • May 2nd, 2005 • Genesys Sa • Communications services, nec
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT Dated as of January 27, 2006 among GENESYS CONFERENCING, INC., as Grantor and BNP PARIBAS, as Security AgentSecurity and Pledge Agreement • January 27th, 2006 • Genesys Sa • Communications services, nec • New York
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT, dated as of January 27, 2006 (as this agreement may be amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, the "Security Agreement"), among GENESYS CONFERENCING, INC., a Delaware corporation, as the Grantor, and BNP PARIBAS, a French société anonyme, as Security Agent for the Secured Parties.
USD 50,000,000 TERM A1 FACILITY AGREEMENT USD 30,000,000 TERM B FACILITY AGREEMENT USD 5,000,000 REVOLVING 1 FACILITY AGREEMENT USD 35,000,000 TERM A2 FACILITY AGREEMENT USD 5,000,000 REVOLVING 2 FACILITY AGREEMENTTerm Loan Agreement • June 12th, 2002 • Genesys Sa • Services-business services, nec
FORM OF WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York
WARRANT AGENCY AGREEMENT dated as of , 2006 (this “Agreement”) between Genesys S.A., a société anonyme organized under the laws of France (the “Company”), The Bank of New York, a New York banking corporation (the “ADS Warrant Agent).
THE BANK OF NEW YORKDeposit Agreement • September 23rd, 2003 • Genesys Sa • Services-business services, nec
Deposit Agreement (the “Deposit Agreement”), dated as of February 12, 2001, among Genesys S.A., The Bank of New York, as Depositary, and the Owners and Beneficial Owners of American Depositary Receipts
Genesys S.A. (Form F-6 File No 333-109041) Effective June 29, 2006, One ADR equals One Ordinary Share. Exhibit A to Deposit Agreement ________________________________ AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents one-half of...Deposit Agreement • June 29th, 2006 • Genesys Sa • Communications services, nec
AMENDED AND RESTATED FIRST DEMAND GUARANTEEFirst Demand Guarantee • January 27th, 2006 • Genesys Sa • Communications services, nec
BNP PARIBAS (the "Security Agent") acting as security agent in its name and on behalf of the Lenders (as defined in the Amended and Restated Facilities Agreement)
RIGHTS AGENCY AGREEMENTRights Agency Agreement • July 2nd, 2003 • Genesys Sa • Services-business services, nec • New York
RIGHTS AGENCY AGREEMENT dated as of ________, 2003 (this “Agreement”) between Genesys S.A., a société anonyme organized under the laws of France (the “Company”), The Bank of New York, a New York banking corporation (the “ADS Rights Agent).
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 4, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k)....Joint Filing Agreement • April 4th, 2003 • Genesys Sa • Services-business services, nec
The undersigned agree that the foregoing Statement on Schedule 13D/A, dated April 4, 2003, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k).
INVESTMENT AGREEMENTInvestment Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec
USD 3,560,000 AMENDED AND RESTATED TERM A FACILITY AGREEMENT USD 29,490,000 AMENDED AND RESTATED TERM B FACILITY AGREEMENT USD 5,000,000 AMENDED AND RESTATED REVOLVING FACILITY AGREEMENTTerm Facility Agreement • January 27th, 2006 • Genesys Sa • Communications services, nec
GENESYS CONFERENCING, INC. in its capacity as borrower under the Term A Facility, Term B Facility and the Revolving Facility ("GCI", or the "Borrower");
REGISTRATION RIGHTS AND COOPERATION AGREEMENT BETWEEN GENESYS S.A. AND THE INVESTORS DATED [ ] 2006Registration Rights and Cooperation Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York
Genesys will grant its existing shareholders, free of charge, warrants to subscribe to newly issued ordinary shares of Genesys through a public offering in France and the United States (the “Warrants Offering”);
