EXHIBIT (C)(3) ================================================================ ================ AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 22nd, 1997 • Rhone Poulenc S A • Chemicals & allied products • New York
Amended and Restated Deposit AgreementDeposit Agreement • October 15th, 2004 • Aventis • Pharmaceutical preparations • New York
AGREEMENTAgreement • April 26th, 2004 • Aventis • Pharmaceutical preparations
This Agreement ("Agreement") is made and entered into as of the 25th of April 2004, between Sanofi-Synthelabo, a French societe anonyme ("Sanofi-Synthelabo") and Aventis, a French societe anonyme ("Aventis"), for the purpose of setting forth certain binding agreements in connection with the pending offers in France (the "French Offer"), Germany (the "German Offer") and the United States (the "U.S. Offer" and together with the French Offer and the German Offer collectively, the "Offers") to acquire all of the outstanding Aventis ordinary shares, including those represented by Aventis American depositary shares (the "ADSs").
AMENDMENT AGREEMENTAmendment Agreement • May 20th, 2004 • Aventis • Pharmaceutical preparations
This Amendment Agreement ("Amendment Agreement") is made and entered into as of the 19th of May 2004, between Sanofi-Synthelabo, a French société anonyme ("Sanofi-Synthelabo") and Aventis, a French société anonyme ("Aventis") for the purposes of amending certain terms of the agreement entered into between the parties hereto on April 25, 2004 (the "Original Agreement").
Non-binding free translation into English for information purposes only. Original in German.] AgreementAventis • April 16th, 2004 • Pharmaceutical preparations
By resolution of the Company’s supervisory board of February 7, 2003, Dr. Oldenburg has been appointed an ordinary member of the management board, effective as of March 1, 2003, for an indefinite time but at the latest until February 28, 2008.
Q&A on the Sanofi-Aventis Liquidity ArrangementsAventis • April 28th, 2004 • Pharmaceutical preparations
Non-binding free translation into English for information purposes only. Original in German.] Service Agreement with Dr. Heinz-Werner MeierAventis • April 16th, 2004 • Pharmaceutical preparations
By determination of the Supervisory Board of Aventis Pharma Germany GmbH, your appointment to the position of Chairman of the Management Board of Aventis Pharma Germany GmbH has been confirmed for the maximum duration of 5 years, effective May 16th, 2002.
Re: Supplemental Executive Retirement PlanLetter Agreement • April 16th, 2004 • Aventis • Pharmaceutical preparations • New Jersey
The Supervisory Board has reviewed your current pension eligibility and, based on a benchmarking study, has approved a supplemental pension benefit which will provide you with an additional yearly lifetime pension of $250,000, subject to the terms and conditions described in this letter and attached legal document (the “Supplemental Pension”). This letter agreement (the “Letter Agreement”) describes the benefit applicable for you in more detail and sets forth the specific terms and conditions relating thereto.
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK ------------------------------------------------------x : BRICKELL PARTNERS, a Florida : Partnership, Individually On Its Own : Behalf And On Behalf Of All Others : Similarly Situated, : :...Rhone Poulenc S A • August 22nd, 1997 • Chemicals & allied products
Mr. Igor Landau Dear Igor:Aventis • April 16th, 2004 • Pharmaceutical preparations • New Jersey
RPR LOGO] RHONE-POULENC RORER INC. 500 ARCOLA ROAD COLLEGEVILLE, PENNSYLVANIA 19426 [ ] [ ], 1997 Dear Shareholder: You are cordially invited to attend the Special Meeting of Shareholders of Rhone-Poulenc Rorer Inc. (the "Company") to be held on [ ] [...Preliminary Copies • October 8th, 1997 • Rhone Poulenc S A • Chemicals & allied products
