amongStock Purchase Agreement • May 22nd, 2008 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • Delaware
Exhibit 1.2 KONINKLIJKE PHILIPS ELECTRONICS N.V. Up to U.S. $[ ] MEDIUM-TERM NOTES Guaranteed as to Payment of Principal, Premium (if any) and Interest by FORM OF DISTRIBUTION AGREEMENTDistribution Agreement • June 18th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New Jersey
ARTICLE IVoting Agreement • July 12th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • Oregon
MORGAN GUARANTY TRUST COMPANY OF NEW YORK, Trustee -------------- FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • June 18th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 14th, 1999 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
2- 3 failure of one or more of the Offer Conditions to be satisfied or waived on any date the Offer would otherwise expire, Merger Sub shall from time to time extend the Offer until such time as such condition is or conditions are satisfied or waived,...Merger Agreement • November 14th, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 1st, 1999 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
WHEREAS, in order to induce Purchaser to enter into the Tender Offer Agreement, dated as of the date hereof, with the Company (the "Tender Offer ------------ Agreement"), Purchaser has requested Shareholder, and Shareholder has agreed, to ---------...Shareholder Agreement • June 1st, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New Jersey
Exhibit 1.1 KONINKLIJKE PHILIPS ELECTRONICS N.V. UNDERWRITING AGREEMENT STANDARD PROVISIONS (DEBT SECURITIES) From time to time, Koninklijke Philips Electronics N.V., a Netherlands corporation (the "Company") having its registered corporate office in...Underwriting Agreement • June 18th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
EXHIBIT I JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, the undersigned (each a "Reporting...Joint Filing Agreement • February 11th, 2005 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
Pursuant to Rule 13d-1(k) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, the undersigned (each a "Reporting Person") agree that the statement on Schedule 13G to which this Exhibit I is attached (the "Schedule 13G"), and all future amendments thereto, is filed on behalf of each of them in the capacities set forth below.
November 5, 2002 TO W.R. HAMBRECHT/QIC, LLC AND W.R. HAMBRECHT/QIC MANAGEMENT, LLC: With reference to the Shareholders Agreement, made as of August 1, 2001 (the "New Agreement"), by and among W.R. Hambrecht/QIC, LLC ("WRH/QIC"), Philips Electronics...Shareholders Agreement • November 15th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
JOINT FILING AGREEMENTJoint Filing Agreement • March 21st, 2003 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same agreement.
TO THE INDENTURE BETWEEN KONINKLIJKE PHILIPS ELECTRONICS N.V. (formerly Philips Electronics N.V.), AS ISSUER, AND CITIBANK N.A. (as successor to MORGAN GUARANTY TRUST COMPANY OF NEW YORK) AS TRUSTEE, DATED AS OF AUGUST 1, 1993, AS AMENDED BY THE FIRST...Second Supplemental Indenture • June 18th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
EMPLOYMENT AND CONSULTING AGREEMENT AGREEMENT, dated as of July 29, 1998, by and between ATL Ultrasound, Inc. (the "Company") and Dennis C. Fill ("Executive"). WHEREAS, Executive's current employer, ATL Ultrasound, Inc., has entered into an Agreement...Employment Agreement • August 4th, 1998 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip) • Washington
2 3 (c) Long-Term Incentive Plan. Employee shall be eligible to participate in a long-term incentive plan (the "LTIP") during the Term, as specified below. Payments under the LTIP will be based on two components:Employment Agreement • May 14th, 1999 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • Texas
EXHIBIT 10.2Assignment Agreement • November 15th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New Jersey
EMPLOYMENT AGREEMENTEmployment Agreement • August 4th, 1998 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip) • Washington
CONFIDENTIALLicensing Agreement • June 1st, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
SHAREHOLDER AGREEMENT AGREEMENT, dated as of May 22, 2000 between Koninklijke Philips Electronics N.V., a corporation organized under the laws of The Netherlands ("Purchaser") and the beneficial owner ("Shareholder") of Shares of MedQuist Inc., a New...Shareholder Agreement • June 6th, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New Jersey
AMENDMENT AGREEMENTAmendment Agreement • July 12th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
1 OFFER TO PURCHASE FOR CASH ALL OUTSTANDING SHARES OF COMMON STOCK OF VOICE CONTROL SYSTEMS, INC. AT $4.00 NET PER SHARE BY VULCAN MERGER SUB, INC. A WHOLLY OWNED SUBSIDIARY OF PHILIPS ELECTRONICS NORTH AMERICA CORPORATION AND AN INDIRECT WHOLLY...Offer to Purchase • May 14th, 1999 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
By and betweenManufacturing Agreement • August 3rd, 2004 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • Delaware
AMONGMerger Agreement • December 8th, 1998 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip) • Oregon
AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 1, 1999Merger Agreement • May 3rd, 1999 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • Delaware
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New Jersey
EXHIBIT 99.1Joint Filing Agreement • November 15th, 2002 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
In accordance with Rule 13-d(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock of Quinton Cardiology Systems, Inc., and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
3- 4 terminated and (iii) without limiting the foregoing, if prior notification to or approval of any governmental entity is required in connection with such purchase, Merger Sub and the Company shall promptly file the required notice or application...Stock Option Agreement • November 14th, 2000 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip) • New York
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated November 7, 1997, (the "Schedule 13D"), with respect to the Ordinary Shares, par value $0.01 per share, of Flextronics International Ltd. is, and...Joint Filing Agreement • November 18th, 1997 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip)
The undersigned hereby agree that the Statement on Schedule 13D, dated November 7, 1997, (the "Schedule 13D"), with respect to the Ordinary Shares, par value $0.01 per share, of Flextronics International Ltd. is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(f) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to the Schedule 13D and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Exhibit 1 November 8, 2007 Koninklijke Philips Electronics N.V. Rembrandt Tower Amstelplein 1 1096 HA Amsterdam, The Netherlands Re: Amendment to the Governance Agreement by and between Koninklijke Philips Electronics N.V. ("Purchaser") and MedQuist...Governance Agreement • November 13th, 2007 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
This letter constitutes an amendment to the Governance Agreement. The Governance Agreement shall be amended as follows:
Koninklijke Philips N.V. Form of Underwriting Agreement $[—] of [—] % Notes due [—] $[—] of [—] % Notes due [—]Underwriting Agreement • February 24th, 2015 • Koninklijke Philips Nv • Electronic & other electrical equipment (no computer equip) • New York
Koninklijke Philips N.V., a limited liability company incorporated in The Netherlands (the “Company”) having its registered corporate office in Amsterdam, The Netherlands, proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Base Indenture”) dated as of March 11, 2008, between the Company and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), as amended and supplemented pursuant to a supplemental indenture dated March 9, 2012 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item
LETTER AGREEMENTCombination Agreement • February 28th, 1997 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip) • New York
RECITALSManufacturing and Distribution Agreement • August 3rd, 2004 • Koninklijke Philips Electronics Nv • Electronic & other electrical equipment (no computer equip)
BETWEENStock Purchase Agreement • December 8th, 1998 • Philips Electronics N V • Electronic & other electrical equipment (no computer equip) • New York
