Bt Group PLC Sample Contracts

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ARTICLE I AMENDMENTS TO THE MERGER AGREEMENT
Amendment Agreement No. 2 • August 22nd, 1997 • British Telecommunications PLC • Telephone communications (no radiotelephone) • New York
FORM OF STOCKHOLDER AGREEMENT between BRITISH TELECOMMUNICATIONS PLC and Dated as of November 8, 2004
Stockholder Agreement • November 18th, 2004 • Bt Group PLC • Telephone communications (no radiotelephone)

STOCKHOLDER AGREEMENT dated as of November 8, 2004 (this Agreement), between BRITISH TELECOMMUNICATIONS PLC, a company incorporated in England and Wales (Parent), and [ ] (Stockholder).

CONFORMED COPY ================================================================ ================ AGREEMENT AND PLAN OF MERGER DATED AS OF NOVEMBER 3, 1996
Merger Agreement • November 4th, 1996 • British Telecommunications PLC • Telephone communications (no radiotelephone) • New York
Timotheus Höttges c/o ppA9F BT Centre
Non-Executive Director Appointment Agreement • May 19th, 2016 • Bt Group PLC • Telephone communications (no radiotelephone)
DATED 17 MARCH 2016 DIRECTOR’S SERVICE CONTRACT
Director’s Service Contract • May 19th, 2016 • Bt Group PLC • Telephone communications (no radiotelephone) • England
AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • June 28th, 2007 • Bt Group PLC • Telephone communications (no radiotelephone) • New York

AMENDMENT NO. 1, dated as of , 2007 (the "Amendment"), to the Deposit Agreement dated as of November 8, 2001 (as amended hereby, the "Deposit Agreement"), among BT Group plc, incorporated under the laws of England and Wales (the "Company"), JPMorgan Chase Bank, N.A., as depositary (the "Depositary"), and all holders from time to time of American depositary receipts ("Receipts") issued thereunder.

DATED 8 MARCH 2017 CHAIRMAN’S SERVICE CONTRACT
Chairman's Service Contract • May 25th, 2017 • Bt Group PLC • Telephone communications (no radiotelephone) • England
DATED 1 October 2013 DIRECTOR’S SERVICE CONTRACT
Director’s Service Contract • May 22nd, 2014 • Bt Group PLC • Telephone communications (no radiotelephone) • England
DIRECTOR’S SERVICE CONTRACT
Director’s Service Contract • May 23rd, 2019 • Bt Group PLC • Telephone communications (no radiotelephone) • England
Dear Ian, Amendment to Director’s Service Contract
Director’s Service Contract • May 30th, 2007 • Bt Group PLC • Telephone communications (no radiotelephone)

From 1 October 2006, BT is operating a flexible retirement policy with no fixed retirement age. This means that BT's contractual retirement age of 60 will cease. BT will, however, maintain the legal right to retire people from age 65 or above under the default retirement procedure defined in the Employment Equality (Age) Regulations 2006.

Dear Francois, Amendment to Management Agreement
Management Agreement • May 28th, 2008 • Bt Group PLC • Telephone communications (no radiotelephone)

As has been previously discussed, it has been agreed to make changes to your Management Agreement dated April 26, 2004 with Alcoria Benelux NV.

Dear Ben, Amendment to Director’s Service Contract
Director’s Service Contract • May 30th, 2007 • Bt Group PLC • Telephone communications (no radiotelephone)

From 1 October 2006, BT is operating flexible retirement policy with no fixed retirement age. This means that BT's contractual retirement age of 60 will cease. BT will, however, maintain the legal right to retire people from age 65 or above under the default retirement procedure defined in the Employment Equality (Age) Regulations 2006.

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