EXHIBIT "A"Distribution Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
Exhibit 10.25 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (the "Agreement") was made and entered into as of October 7, 2004, and amended and restated as of October 22, 2004, between Pacific Data Images, Inc., a California...Merger Agreement • October 25th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
BY AND AMONGSeparation Agreement • October 27th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
EXHIBIT 1 --------- JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments...Joint Filing Agreement • February 14th, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A common stock, par value $.01 per share, of Dreamworks Animation SKG, Inc., and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.
REGISTRATION RIGHTS AGREEMENT, dated as of October [ ], 2004, among DREAMWORKS ANIMATION SKG, INC., a Delaware corporation (the "Company"), [HOLDCO] LLLP, a Delaware limited liability limited partnership ("Holdco"), M&J K Dream Limited Partnership, a...Registration Rights Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
DG-DW, L.P.,Stockholder Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
EXHIBIT 1 --------- JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments...Joint Filing Agreement • February 14th, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A common stock, par value $.01 per share, of Dreamworks Animation SKG, Inc., and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.
DW/UNIVERSAL STUDIOS, INC. MASTER AGREEMENT AMENDED AND RESTATED AS OF OCTOBER 31, 2003 This agreement was entered into as of June 14, 1995, was amended and restated as of June 20, 2001, and is amended and restated herein as of October 31, 2003 by and...Master Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • California
CREDIT AGREEMENT DATED AS OF OCTOBER __, 2004Credit Agreement • October 25th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
Underwriting AgreementUnderwriting Agreement • August 9th, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders” and, in the event that there is only one stockholder listed on Schedule II hereto, the term “Selling Stockholders” shall mean such Selling Stockholder) of DreamWorks Animation SKG, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 10,186,137 shares (the “Shares”) of Class A Common Stock, par value $0.01 per share (“Stock”) of the Company. In the event that there is only one Underwriter listed on Schedule I hereto, the term “Representatives” shall mean such Underwriter.
DREAMWORKS ANIMATION SKG, INC. as Issuer and THE INITIAL GUARANTORS NAMED HEREIN 6.875% SENIOR NOTES DUE 2020 Indenture Dated as of August 14, 2013 The Bank of New York Mellon Trust Company, N.A. as TrusteeIndenture • August 14th, 2013 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
INDENTURE dated as of August 14, 2013 among DreamWorks Animation SKG, Inc., a Delaware corporation (the “Company”), the Initial Guarantors (as defined below) and The Bank of New York Mellon Trust Company, N.A., as trustee.
APPENDIX AMerger Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
EXHIBIT 10.25 STANDSTILL AGREEMENTStandstill Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A Common Stock, par value $.01 per share, of DreamWorks Animation SKG, Inc., and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.
Exhibit 1.1 DREAMWORKS ANIMATION SKG, INC. CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT, dated as of October 27, 2004, among DREAMWORKS ANIMATION SKG, INC., a Delaware corporation (the "Company"), DWA ESCROW LLLP, a Delaware limited liability limited partnership ("Holdco"), M&J K Dream Limited...Registration Rights Agreement • October 25th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
BETWEENServices Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
AmongFormation Agreement • October 12th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
DREAMWORKS ANIMATION SKG, INC. 1000 FLOWER STREET GLENDALE, CALIFORNIA 91201 March 8, 2016Employment Agreement • March 14th, 2016 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • California
Upon the Commencement Date (as defined below), DreamWorks Animation SKG, Inc., a Delaware corporation (“Studio”) agrees to employ you and you agree to accept such employment upon the terms and conditions set forth herein (this “Agreement”). Studio shall have no obligation under this Agreement unless and until Studio has received from you a fully executed copy of this Agreement (in form and substance satisfactory to Studio).
LEASE AGREEMENT Dated as of February 23, 2015 between DREAMWORKS ANIMATION SKG, INC., as the Tenant and DW GLENDALE CA LANDLORD, LLC, as the LandlordLease Agreement • February 26th, 2015 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • California
THIS LEASE (as amended, supplemented or otherwise modified from time to time, this “Lease”) made as of February 23, 2015, by and between DW GLENDALE CA LANDLORD, LLC, a Delaware limited liability company, as landlord, having an office at c/o SunTrust Equity Funding, LLC, 3333 Peachtree Road, NE , 10th Floor, Atlanta, Georgia 30326, and DREAMWORKS ANIMATION SKG, INC., a Delaware corporation, as tenant, having an office at 1000 Flower Street, Glendale, California 91201.
Exhibit 10.23 LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENTLimited Liability Limited Partnership Agreement • October 25th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
DREAMWORKS ANIMATION SKG, INC. 1000 FLOWER STREET GLENDALE, CALIFORNIA 91201 March 21, 2016Employment Agreement • May 6th, 2016 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • California
Reference is made to that certain executed Employment Agreement, dated as of October 24, 2012, between DreamWorks Animation SKG, Inc., a Delaware corporation (“Studio”), and you (the “Prior Agreement”) whereby Studio agreed to employ you and you agreed to accept such employment upon the terms and conditions set forth therein. The parties now hereby agree to amend and restate the Prior Agreement in its entirety as set forth in this agreement (this “Agreement”), effective as of the date hereof (the “Effective Date”). Studio shall have no obligation under this Agreement unless and until Studio has received from Employee a fully executed copy of this Agreement (in form and substance satisfactory to Studio).
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • October 31st, 2014 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Restricted Stock Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of _____ restricted stock units (this “Award”) that are subject to the terms and conditions specified herein (“RSUs”) and that are granted to you under the DreamWorks Animation SKG, Inc. Amended and Restated 2008 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, shares of the Company’s Class A Common Stock, $0.01 par value (“Share”), as set forth in Section 3 below.
The Wunderkinder Foundation Repurchase AgreementRepurchase Agreement • August 13th, 2008 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
The Wunderkinder Foundation, a California corporation (the “Selling Stockholder”), proposes to sell to DreamWorks Animation SKG, Inc., a Delaware corporation (the “Company”) an aggregate of 706,330 shares of Company Class A Common Stock, par value $0.01 per share (the “Common Stock”) held by the Selling Stockholder (said shares to be sold by the Selling Stockholder being hereinafter called the “Securities”).
CREDIT AGREEMENT DATED AS OF AUGUST 10, 2012 AMONG DREAMWORKS ANIMATION SKG, INC., THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND L/C ISSUER J.P. MORGAN SECURITIES LLC, MERRILL LYNCH,...Credit Agreement • August 16th, 2012 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
CREDIT AGREEMENT, dated as of August 10, 2012, among DREAMWORKS ANIMATION SKG, INC., a Delaware corporation (“DW Animation”), the several banks and other financial institutions from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders hereunder and as the L/C Issuer (as defined below).
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT (TIME VESTED)]Restricted Stock Unit Award Agreement • August 1st, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Restricted Stock Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of «Restricted_Shares» restricted stock units (the “Award”) that are subject to the terms and conditions specified herein (“RSUs”) and that are granted to you under the DreamWorks Animation SKG, Inc. 2004 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, a share of the Company’s Class A Common Stock, $0.01 par value (a “Share”), as set forth in Section 3 below.
CASH INCENTIVE AWARD AGREEMENT DEEMED TO BE MADE UNDER THE DREAMWORKS ANIMATION SKG, INC. AMENDED AND RESTATED 2008 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of October 29, 2010, between DreamWorks Animation SKG, Inc., a Delaware corporation (the...Cash Incentive Award Agreement • November 4th, 2010 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Cash Incentive Award Agreement (this “Award Agreement”) sets forth the terms and conditions of a long-term cash incentive award (the “Cash Award”), that is subject to the terms and conditions as specified herein, and that is deemed to be granted to you under the DreamWorks Animation SKG, Inc. Amended and Restated 2008 Omnibus Incentive Compensation Plan (the “Plan”). This Cash Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, an amount in cash equal to $433,333.
PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE DREAMWORKS ANIMATION SKG, INC. AMENDED AND RESTATED 2008 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of «Month» «Day», 2015, between DreamWorks Animation SKG, Inc., a Delaware...Performance-Based Restricted Stock Unit Award Agreement • August 5th, 2015 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Performance-Based Restricted Stock Unit Award Agreement (this “Award Agreement”) sets forth the terms and conditions of a target award of «Performance_Shares» performance-based restricted stock units (this “Award”) that are subject to certain restrictions and the terms and conditions specified herein (“Performance Awards”), and that are granted to you under the DreamWorks Animation SKG, Inc. Amended and Restated 2008 Omnibus Incentive Compensation Plan (the “Plan”). This Award provides you with the opportunity to earn, subject to the terms of this Award Agreement, shares of the Company’s Class A Common Stock, $0.01 par value (“Share”), as set forth in Section 3 below.
FORM OF RESTRICTED SHARE AWARD AGREEMENT (PERFORMANCE)]Restricted Share Award Agreement • December 1st, 2006 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
This Restricted Share Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of [NUMBER OF SHARES] (the “Award”) of the Company’s Class A Common Stock, $0.01 par value, that are subject to certain restrictions on transfer and risks of forfeiture and other terms and conditions specified herein (“Restricted Shares”) and that are granted to you under the DreamWorks Animation SKG, Inc., 2004 Omnibus Incentive Compensation Plan (the “Plan”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 8th, 2005 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
Reference is made to that certain employment agreement dated as of October 8, 2004, as amended on June 22, 2005, between Katherine Kendrick and DreamWorks Animation SKG, Inc. (collectively, the “Agreement”). Except as provided to the contrary, all capitalized terms herein shall have the same meaning as under the Agreement.
FORM OF STOCK APPRECIATION RIGHT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS]Stock Appreciation Right Award Agreement • October 31st, 2007 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
This Stock Appreciation Right Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award (the “Award”) of stock appreciation rights (“SARs”) that are granted to you under the DreamWorks Animation SKG, Inc., 2004 Omnibus Incentive Compensation Plan (the “Plan”). The number of SARs subject to this Award is «SARs», at a price per Share of $«Exercise_Price» (the “Exercise Price”), the closing market price per Share (as reported by the New York Stock Exchange) on the date hereof. A SAR constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, whole shares of the Company’s Class A Common Stock, $0.01 par value (a “Share”), at the time such SAR vests and is exercised, as provided herein, equal in value to the excess, if any, of the Fair Market Value (as defined in Section 1 herein) per Share over the Exercise Price per Share of the SAR. (Fractional shares will not be del
ContractSubscription Agreement • March 10th, 2006 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
SUBSCRIPTION AGREEMENT AND AMENDMENT OF LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENT, dated as of January 31, 2006 (this “Agreement”), among DWA ESCROW LLLP, a Delaware limited liability limited partnership (the “Partnership”), DW LLC, a Delaware limited liability company (“DW LLC”), DW LIPS, L.P., a California limited partnership (“DW Lips”), M&J K B LIMITED PARTNERSHIP, a Delaware limited partnership (“M&J K B”), M&J K DREAM LIMITED PARTNERSHIP, a Delaware limited partnership (“M&J K Dream”), DG-DW, L.P., a Delaware limited partnership (“DG-DW”), DW INVESTMENT II, INC., a Washington corporation (“DWI II”), LEE ENTERTAINMENT, L.L.C., a Delaware limited liability company (“Lee”), DREAMWORKS ANIMATION SKG, INC., a Delaware corporation (“DWA”), DREAMWORKS L.L.C., a Delaware limited liability company (“DreamWorks”) and the other persons party hereto.
RESTRICTED SHARE AWARD AGREEMENT UNDER THE DREAMWORKS ANIMATION SKG, INC., 2004 OMNIBUS INCENTIVE COMPENSATION PLAN dated as of «Month» «Day», «Year», between DreamWorks Animation SKG, Inc. (the “Company”), a Delaware Corporation, and «First» «Last».Restricted Share Award Agreement • August 4th, 2006 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
This Restricted Share Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of «Restricted_Shares» shares (the “Award”) of the Company’s Class A Common Stock, $0.01 par value, that are subject to certain restrictions on transfer and risks of forfeiture and other terms and conditions specified herein (“Restricted Shares”) and that are granted to you under the DreamWorks Animation SKG, Inc., 2004 Omnibus Incentive Compensation Plan (the “Plan”).
DREAMWORKS ANIMATION SKG, INC. 1000 FLOWER STREET GLENDALE, CA 91201 As of October 8, 2004 Mr. Jeffrey Katzenberg c/o Mickey Rutman Breslauer & Rutman 11400 W. Olympic Boulevard, Suite 550 Los Angeles, CA 90064 Dear Jeffrey: Upon the date ("Effective...Employment Agreement • October 27th, 2004 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • California
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS]Restricted Stock Unit Award Agreement • December 1st, 2006 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Restricted Stock Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of «Restricted_Shares» restricted stock units (the “Award”) that are subject to the terms and conditions specified herein (“RSUs”) and that are granted to you under the DreamWorks Animation SKG, Inc., 2004 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, a share of the Company’s Class A Common Stock, $0.01 par value (“Share”), as set forth in Section 2 below.
