MORGAN STANLEY & CO. INCORPORATED NIELSEN HOLDINGS N.V. [ ] Shares of Common Stock Underwriting AgreementNielsen Holdings B.V. • January 10th, 2011 • Services-business services, nec • New York
Nielsen Holdings N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. Prior to the execution and delivery of this Agreement, the following actions, among others, were effected by execution of one or more notarial deeds: (i) the increase of the authorized share capital of the Company from EUR
NIELSEN N.V. 8,957,091 Shares of Common Stock Underwriting AgreementNielsen N.V. • June 15th, 2015 • Services-business services, nec • New York
The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of Nielsen N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), proposes to sell to the Underwriter named in Schedule 1 hereto (the “Underwriter” or “you”) an aggregate of 8,957,091 shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Shares”). The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
TWENTY-FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • February 25th, 2021 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 25, 2020, between Brandbank Limited, a private limited company incorporated in England and Wales (registered no. 03650275) (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Delaware Trust Company (as successor to Law Debenture Trust Company of New York), as trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGER among NIELSEN HOLDINGS N.V., TNC SUB I CORPORATION and ARBITRON INC. Dated as of December 17, 2012Agreement and Plan of Merger • December 18th, 2012 • Nielsen Holdings N.V. • Services-business services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of December 17, 2012, among Nielsen Holdings N.V., a Netherlands company (“Parent”), TNC Sub I Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Arbitron Inc., a Delaware corporation (the “Company”).
NIELSEN HOLDINGS N.V. 30,000,000 Shares of Common Stock Underwriting AgreementNielsen Holdings N.V. • March 10th, 2014 • Services-business services, nec • New York
The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of Nielsen Holdings N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), proposes to sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated and Credit Suisse Securities (USA) LLC (collectively, the “Underwriters” or “you”) an aggregate of 30,000,000 shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 4,500,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
REGISTRATION RIGHTS AGREEMENT REGISTERED EXCHANGE OFFER NIELSEN FINANCE LLC NIELSEN FINANCE CO.Registration Rights Agreement • October 4th, 2012 • Nielsen Holdings N.V. • Services-business services, nec • New York
TWENTY-THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • February 25th, 2021 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 25, 2020, between Brandbank Limited, a private limited company incorporated in England and Wales (registered no. 03650275) (the “Guaranteeing Subsidiary”), an affiliate of The Nielsen Company (Luxembourg) S.à r.l., a Luxembourg société à responsabilité limitée (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
MORGAN STANLEY & CO. INCORPORATED NIELSEN HOLDINGS N.V. [ ]% Mandatory Convertible Subordinated Bonds due 2013 Underwriting AgreementNielsen Holdings B.V. • January 10th, 2011 • Services-business services, nec
NIELSEN HOLDINGS PLC PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENTPerformance Restricted Stock Unit Award Agreement • February 8th, 2018 • Nielsen Holdings PLC • Services-business services, nec • New York
THIS AGREEMENT (the “Agreement”), is made, effective as of _________________ (the “Grant Date”) between Nielsen Holdings plc, a company incorporated under the laws of England and Wales (hereinafter called the “Company”), and _____________________________ (the “Participant”). For purposes of this Agreement, capitalized terms not otherwise defined above or below, or in the Amended and Restated Nielsen 2010 Stock Incentive Plan (the “Plan”), shall have the meanings set forth in Exhibit A attached to this Agreement and incorporated by reference herein.
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 28th, 2022 • Nielsen Holdings PLC • Services-business services, nec • New York
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is hereby made effective as of the Grant Date set forth on the schedule attached hereto as Schedule A (“Schedule A”, such date, the “Grant Date”) between Nielsen Holdings plc, a company incorporated under the laws of England and Wales having its registered office in the United Kingdom (hereinafter referred to as the “Company”), and the individual whose name is set forth on Schedule A hereof, who is in the Employment of the Company or a Subsidiary (the “Participant”). For purposes of this Agreement, capitalized terms not otherwise defined herein shall have the meaning set forth in the Nielsen 2019 Stock Incentive Plan (the “Plan”).
MANAGEMENT STOCKHOLDER’S AGREEMENT (David L. Calhoun)’s Agreement • November 2nd, 2010 • Nielsen Holdings B.V. • Services-business services, nec • New York
This Management Stockholder’s Agreement (this “Agreement”) is entered into as of November 22, 2006 (the “Effective Date”) by and among Valcon Acquisition Holding B.V., a private company with limited liability incorporated under the laws of The Netherlands and having its registered office in Haarlem, The Netherlands (the “Company”), Valcon Acquisition Holding (Luxembourg) S.á.r.l., a private limited company incorporated under the laws of Luxembourg (“Luxco”), and the undersigned person (the “Management Stockholder”) (the Company, Luxco and the Management Stockholder being hereinafter collectively referred to as the “Parties”). All capitalized terms not immediately defined are hereinafter defined in Section 5(b) hereof.
NINETEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 25th, 2017 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of September 28, 2017, between Nielsen Holdings Luxembourg S.à r.l., a Luxembourg société à responsabilité limitée (the “Guaranteeing Subsidiary”), an affiliate of The Nielsen Company (Luxembourg) S.à r.l., a Luxembourg société à responsabilité limitée (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • February 22nd, 2012 • Nielsen Holdings N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 17, 2012, between NeuroFocus, Inc. (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • February 20th, 2015 • Nielsen N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of December 23, 2014, between Scarborough Research (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
INDENTURE Dated as of September 24, 2020 Among NIELSEN FINANCE LLC, NIELSEN FINANCE CO., THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee 5.875% SENIOR NOTES DUE 2030Indenture • September 24th, 2020 • Nielsen Holdings PLC • Services-business services, nec • New York
INDENTURE, dated as of September 24, 2020, among Nielsen Finance LLC, a Delaware limited liability company (“Nielsen LLC”), Nielsen Finance Co., a Delaware corporation (together with Nielsen LLC and not any of their subsidiaries, the “Issuers”), the Guarantors (as defined herein) listed on the signature pages hereto and Deutsche Bank Trust Company Americas, as Trustee.
NINTH SUPPLEMENTAL INDENTURESupplemental Indenture • February 20th, 2015 • Nielsen N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of January 23, 2015, between Valcon Acquisition B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under Dutch law (the “Parent Guarantor”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”) and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
EIGHTH SUPPLEMENTAL INDENTUREEighth Supplemental Indenture • July 28th, 2015 • Nielsen N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of July 7, 2015, between eXelate, Inc. (the “Guaranteeing Subsidiary”), an affiliate of The Nielsen Company (Luxembourg) S.ar.l., a Luxembourg société à responsabilité limitée (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
CREDIT AGREEMENT Dated as of August 9, 2006 among NIELSEN FINANCE LLC, as a U.S. Borrower, VNU, INC., as a U.S. Borrower, VNU HOLDING AND FINANCE B.V., as Dutch Borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME CITIBANK, N.A., as Administrative...Credit Agreement • August 2nd, 2010 • Nielsen Holdings B.V. • Services-business services, nec • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of August 9, 2006, among Nielsen Finance LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen”), VNU, INC., a New York corporation (together with its successors and assigns, “VNU, Inc.” and, together with Nielsen, the “U.S. Borrowers”), VNU Holding and Finance B.V., a private company organized under the laws of The Netherlands, having its corporate seat in Haarlem, The Netherlands (together with its successors and assigns, the “Dutch Borrower” and, together with the U.S. Borrowers, the “Borrowers”), the Guarantors party hereto from time to time, CITIBANK, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, ABN AMRO Bank N.V., as a Swing Line Lender, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), DEUTSCHE BANK SECURITIES INC., as Syndication Agent, and JPMORGAN CHASE BANK, N.A., ABN AMRO BANK N.V. and ING BANK N.V.
AMENDMENT NUMBER FOURMaster Services Agreement • April 25th, 2013 • Nielsen Holdings N.V. • Services-business services, nec
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • July 25th, 2012 • Nielsen Holdings N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of May 3, 2012, between Marketing Analytics, Inc. (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
THIRTEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • July 26th, 2016 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of April 20, 2016, between Nielsen Luxembourg S.ar.l., a Luxembourg société à responsabilité limitée (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
CLIFFORD CHANCE LLPShareholders Agreement • December 14th, 2010 • Nielsen Holdings B.V. • Services-business services, nec • New York
SENIOR SECURED LOAN AGREEMENT Dated as of June 8, 2009 among NIELSEN FINANCE LLC as Borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME GOLDMAN SACHS LENDING PARTNERS LLC, as Administrative Agent, and THE OTHER LENDERS PARTY HERETO FROM TIME TO...Senior Secured Loan Agreement • July 8th, 2010 • Nielsen Holdings B.V. • Services-business services, nec • New York
This SENIOR SECURED LOAN AGREEMENT (this “Agreement”) is entered into as of June 8, 2009, among Nielsen Finance LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen” or the “Borrower”), the Guarantors party hereto from time to time, Goldman Sachs Lending Partners LLC, as Administrative Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
FOURTEENTH SUPPLEMENTAL INDENTUREFourteenth Supplemental Indenture • April 25th, 2017 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of April 19, 2017, between Gracenote Digital Ventures, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company, and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Delaware Trust Company (as successor to Law Debenture Trust Company of New York), as trustee (the “Trustee”).
INDENTURE Dated as of May 28, 2021 Among NIELSEN FINANCE LLC, NIELSEN FINANCE CO., THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee 4.500% SENIOR NOTES DUE 2029Indenture • May 28th, 2021 • Nielsen Holdings PLC • Services-business services, nec • New York
INDENTURE, dated as of May 28, 2021, among Nielsen Finance LLC, a Delaware limited liability company (“Nielsen LLC”), Nielsen Finance Co., a Delaware corporation (together with Nielsen LLC and not any of their subsidiaries, the “Issuers”), the Guarantors (as defined herein) listed on the signature pages hereto and Deutsche Bank Trust Company Americas, as Trustee.
AMENDMENT NUMBER 2 TO THE AMENDED AND RESTATED MASTER SERVICES AGREEMENTMaster Services Agreement • July 8th, 2010 • Nielsen Holdings B.V. • Services-business services, nec
This AMENDMENT NUMBER 2 (the “Data Privacy Amendment”), effective as of October 31, 2007 (“Amendment Effective Date”) is made and entered into by and between TCS and Nielsen and modifies the AMENDED AND RESTATED MASTER SERVICES AGREEMENT, dated as of October 1, 2007, between TCS and Nielsen (the “Agreement”).
ELEVENTH SUPPLEMENTAL INDENTUREEleventh Supplemental Indenture • February 17th, 2017 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of October 31, 2016, between Rugby Acquisition B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law, having its seat (statutaire zetel) in Amsterdam and its registered office at Diemerhof 2, 1112XL Diemen, and registered with the Dutch Commercial Register (Handelsregister) under number 65923146 (the “Guaranteeing Subsidiary”), an affiliate of Nielsen Finance LLC, a Delaware limited liability company, and Nielsen Finance Co., a Delaware corporation (the “Issuers”), and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
TWENTY-SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • February 25th, 2021 • Nielsen Holdings PLC • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 25, 2020, between The Nielsen Company (Europe) Sàrl, a Switzerland société à responsabilité limitée (the “Guaranteeing Subsidiary”), an affiliate of The Nielsen Company (Luxembourg) S.à r.l., a Luxembourg société à responsabilité limitée (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
NIELSEN HOLDINGS PLC PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (CUMULATIVE EPS)Performance Restricted Stock Unit Award Agreement • February 27th, 2020 • Nielsen Holdings PLC • Services-business services, nec • New York
THIS PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), is made, effective as of February 20, 2019 (the “Grant Date”) between Nielsen Holdings plc, a company incorporated under the laws of England and Wales having its registered office in the United Kingdom (hereinafter referred to as the “Company”), and Participant Name (the “Participant”). For purposes of this Agreement, capitalized terms not otherwise defined above or below, or in the Amended and Restated Nielsen 2010 Stock Incentive Plan (the “Plan”), shall have the meanings set forth in Exhibit A attached to this Agreement and incorporated by reference herein.
PERFORMANCE STOCK OPTION AGREEMENTPerformance Stock Option Agreement • May 6th, 2021 • Nielsen Holdings PLC • Services-business services, nec • New York
THIS GRANT is hereby made effective as of the Grant Date set forth on the schedule attached hereto as Schedule A (“Schedule A”, such date, the “Grant Date”) by and between Nielsen Holdings plc, a company incorporated under the laws of England and Wales, having its registered office in the United Kingdom (hereinafter referred to as the “Company”), and the individual whose name is set forth on Schedule A hereof, who is in the Employment of the Company or a Subsidiary (hereinafter referred to as the “Optionee”). Any capitalized terms herein not otherwise defined in this Agreement shall have the meaning set forth in the Nielsen 2019 Stock Incentive Plan (the “Plan”).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 9, 2006 Amended and Restated as of June 23, 2009 Further Amended and Restated as of February 2, 2012 among NIELSEN FINANCE LLC, as a U.S. Borrower, TNC (US) HOLDINGS INC., as a U.S....Credit Agreement • February 6th, 2012 • Nielsen Holdings N.V. • Services-business services, nec • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 9, 2006 and amended and restated as of June 23, 2009 and further amended and restated as of February 2, 2012, among Nielsen Finance LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen”), TNC (US) HOLDINGS INC. (formerly known as VNU, Inc.), a New York corporation (together with its successors and assigns, “TNC” and, together with Nielsen, the “U.S. Borrowers”), Nielsen Holding and Finance B.V. (formerly known as VNU Holding and Finance B.V.), a private company organized under the laws of The Netherlands, having its corporate seat in Haarlem, The Netherlands (together with its successors and assigns, the “Dutch Borrower” and, together with the U.S. Borrowers, the “Borrowers”), the Guarantors party hereto from time to time, CITIBANK, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, each lender from time to time party hereto (coll
AMENDMENT AGREEMENTCredit Agreement • July 6th, 2018 • Nielsen Holdings PLC • Services-business services, nec • New York
This FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of June 29, 2018 among NIELSEN FINANCE LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen”), TNC (US) HOLDINGS INC. (formerly known as VNU, Inc.), a New York corporation (together with its successors and assigns, “TNC” and, together with Nielsen, the “U.S. Borrowers”), NIELSEN HOLDING AND FINANCE B.V. (formerly known as VNU Holding and Finance B.V.), a private company organized under the laws of The Netherlands, having its corporate seat in Haarlem, The Netherlands (together with its successors and assigns, the “Dutch Borrower” and, together with the U.S. Borrowers, the “Borrowers”), the Guarantors party hereto from time to time, CITIBANK, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and amends and restates the Original Credit A
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 9, 2006 Amended and Restated as of June 23, 2009 among NIELSEN FINANCE LLC, as a U.S. Borrower, TNC (US) HOLDINGS INC., as a U.S. Borrower, NIELSEN HOLDING AND FINANCE B.V., as Dutch Borrower,...Credit Agreement • August 2nd, 2010 • Nielsen Holdings B.V. • Services-business services, nec • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 9, 2006 and amended and restated as of June 23, 2009, among Nielsen Finance LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen”), TNC (US) HOLDINGS INC. (formerly known as VNU, Inc.), a New York corporation (together with its successors and assigns, “TNC” and, together with Nielsen, the “U.S. Borrowers”), Nielsen Holding and Finance B.V. (formerly known as VNU Holding and Finance B.V.), a private company organized under the laws of The Netherlands, having its corporate seat in Haarlem, The Netherlands (together with its successors and assigns, the “Dutch Borrower” and, together with the U.S. Borrowers, the “Borrowers”), the Guarantors party hereto from time to time, CITIBANK, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, ABN AMRO Bank N.V., as a Swing Line Lender, each lender from time to time party hereto (collectively, the “Lend
AMENDMENT NO. 4Nielsen Holdings PLC • July 6th, 2018 • Services-business services, nec • New York
AMENDMENT NO. 4, dated as of June 29, 2018 (this “Amendment”), relating to that certain Fourth Amended and Restated Credit Agreement, entered into as of April 22, 2014 (as amended by that certain Amendment No. 1 dated as of March 30, 2016, as further amended by that certain Amendment No. 2 dated as of October 4, 2016, as further amended by that certain Amendment No. 3 dated as of April 13, 2017, and as further amended from time to time prior to the Amendment No. 4 Effective Date, the “Existing Credit Agreement”), among NIELSEN FINANCE LLC, a Delaware limited liability company (together with its successors and assigns, “Nielsen”), TNC (US) HOLDINGS INC., a New York corporation (together with its successors and assigns, “TNC” and, together with Nielsen, the “U.S. Borrowers”), NIELSEN HOLDING AND FINANCE B.V., a private company organized under the laws of The Netherlands, having its corporate seat in Diemen, The Netherlands (together with its successors and assigns, the “Dutch Borrower” a
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • February 20th, 2015 • Nielsen N.V. • Services-business services, nec • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of January 23, 2015, between Valcon Acquisition B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under Dutch law (the “Parent Guarantor”), an affiliate of The Nielsen Company (Luxembourg) S.ar.l., a Luxembourg société à responsabilité limitée (the “Issuer”) and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
