Letter Agreement ----------------Letter Agreement • August 10th, 2004 • Istithmar PJSC • Services-miscellaneous amusement & recreation
ARTICLE I DEFINED TERMSRegistration Rights Agreement • August 10th, 2004 • Istithmar PJSC • Services-miscellaneous amusement & recreation • New York
STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of July 15, 2004, by and between Cement Merchants SA, a company incorporated under the laws of Panama (the "Seller"), and Istithmar PJSC, a company organized under the laws of Dubai (the...Stock Purchase Agreement • July 26th, 2004 • Istithmar PJSC • Services-miscellaneous amusement & recreation • New York
STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of July 15, 2004, by and between Caledonia Investments PLC, a company incorporated under the laws of England (the "Seller"), and Istithmar PJSC, a company organized under the laws of Dubai (the...Stock Purchase Agreement • July 26th, 2004 • Istithmar PJSC • Services-miscellaneous amusement & recreation • New York
ARTICLE I DEFINED TERMSCorporate Governance Agreement • August 10th, 2004 • Istithmar PJSC • Services-miscellaneous amusement & recreation • New York
Purchase Option Agreement by and among Leisurecorp, LLC, Great White Shark Enterprises, LLC and Tulip Group Investments, Limited Dated as of June 12, 2008Purchase Option Agreement • June 17th, 2008 • Istithmar PJSC • Communications equipment, nec • New York
This Purchase Option Agreement (this “Agreement”) is made as of June 12, 2008 (the “Effective Date”) by and among Leisurecorp, LLC, a Dubai limited liability company (“Leisurecorp”), Great White Shark Enterprises, LLC, a Florida limited liability company (“GWSE”) and Tulip Group Investments, Limited, a B.V.I. company (“TGI”).
March 20, 2006Merger Agreement • March 20th, 2006 • Istithmar PJSC • Services-miscellaneous amusement & recreation • Delaware
Reference is made to the Agreement and Plan of Merger dated as of the date hereof (the “Agreement”) among Kerzner International Limited (the “Company”), an international business company incorporated under the laws of the Commonwealth of The Bahamas, K-Two Holdco Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas (“Newco”), and K-Two Subco Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas and a wholly-owned subsidiary of Newco. Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Agreement.
LETTERHEAD OF UBS AG, LONDON BRANCH]Agreement Regarding Economic Exposure to Shares • February 16th, 2006 • Istithmar PJSC • Services-motion picture & video tape production
JOINT FILING AGREEMENTJoint Filing Agreement • January 8th, 2007 • Istithmar PJSC • Communications equipment, nec
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D and any amendments to it with respect to the Common Stock, par value $0.001 per share, of GPS, Industries, Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to those joint filings.
March 20, 2006Merger Agreement • March 20th, 2006 • Istithmar PJSC • Services-miscellaneous amusement & recreation • Delaware
Reference is made to the Agreement and Plan of Merger dated as of the date hereof (the “Agreement”) among Kerzner International Limited (the “Company”), an international business company incorporated under the laws of the Commonwealth of The Bahamas, K-Two Holdco Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas (“Newco”), and K-Two Subco Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas and a wholly-owned subsidiary of Newco. Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Agreement.
Reference is made to (i) the Amended and Restated Agreement and Plan of Merger (the “Agreement”), dated as of the date hereof, among Kerzner International Limited (the “Company”), an international business company incorporated under the laws of the...Amended and Restated Agreement and Plan of Merger • May 2nd, 2006 • Istithmar PJSC • Services-miscellaneous amusement & recreation • Delaware
This letter agreement shall become effective concurrently with the execution and delivery of the Agreement by each party thereto. We and Newco hereby covenant, agree and acknowledge that, at such time as this letter agreement becomes effective in accordance with the immediately preceding sentence, this letter agreement shall supersede the Original Commitment Letter in all respects and that the Original Commitment Letter shall terminate automatically and cease to be of any force or effect.
Reference is made to (i) the Amended and Restated Agreement and Plan of Merger (the “Agreement”), dated as of the date hereof, among Kerzner International Limited (the “Company”), an international business company incorporated under the laws of the...Agreement and Plan of Merger • May 2nd, 2006 • Istithmar PJSC • Services-miscellaneous amusement & recreation • Delaware
This letter agreement shall become effective concurrently with the execution and delivery of the Agreement by each party thereto. We and Newco hereby covenant, agree and acknowledge that, at such time as this letter agreement becomes effective in accordance with the immediately preceding sentence, this letter agreement shall supersede the Original Commitment Letter in all respects and that the Original Commitment Letter shall terminate automatically and cease to be of any force or effect.
Letterhead of Istithmar PJSC]Fee Agreement • February 16th, 2006 • Istithmar PJSC • Services-motion picture & video tape production
As you know we and one of our affiliates, Istithmar Media Investments Ltd. (“IMI”), have today entered into a financial advisory agreement (the “Financial Advisory Agreement”) with Icahn Institutional Services LLC (“Icahn”).
