AMENDMENT NO. 1 TO DEPOSIT AGREEMENTDeposit Agreement • September 24th, 2007 • Lafarge • Concrete products, except block & brick • New York
AMENDMENT NO. 1 dated as of September 24 , 2007 (the "Amendment") to the Deposit Agreement dated as of July 19, 2001 (the "Deposit Agreement"), among LAFARGE (the "Company"), incorporated under the laws of The Republic of France, JPMorgan Chase Bank, N.A. (fka Morgan Guaranty Trust Company of New York), as depositary (the "Depositary"), and all Holders from time to time of American Depositary Receipts ("ADRs") issued thereunder.
U.S. $2,800,000,000 FACILITY AGREEMENT Dated 5 February 2006 for LAFARGE S.A. arranged by BNP PARIBAS and J.P. MORGAN PLC with BNP PARIBAS acting as AgentCredit Facility Agreement • February 6th, 2006 • Lafarge • Concrete products, except block & brick
LAFARGE S.A. Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • July 10th, 2006 • Lafarge • Concrete products, except block & brick • New York
From time to time, Lafarge S.A., a société anonyme organized under the laws of the Republic of France (the “Company”), may enter into one or more underwriting agreements in the form of Annex A hereto that incorporate by reference these Standard Provisions (collectively with these Standard Provisions, an “Underwriting Agreement”) that provide for the sale of the securities designated in such Underwriting Agreement (the “Securities”) to the several Underwriters named therein (the “Underwriters”), for whom the Underwriter(s) named therein shall act as representative (the “Representative”). The Underwriting Agreement, including these Standard Provisions, is sometimes referred to herein as the “Agreement.” The Securities will be issued pursuant to an indenture [to be] dated as of [ ], 2006 (the “Indenture”) between the Company and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
U.S. $2,800,000,000 FACILITY AGREEMENT Dated 5 February 2006 for LAFARGE S.A. arranged by BNP PARIBAS and J.P. MORGAN PLC with BNP PARIBAS acting as AgentCredit Facility Agreement • March 24th, 2006 • Lafarge • Concrete products, except block & brick
However, as soon as the Certain Funds Period ends, all those rights, remedies and entitlements shall be available even though they have not been exercised or available during the Certain Funds Period.
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • May 1st, 2006 • Lafarge • Concrete products, except block & brick • New York
This Memorandum of Understanding (“MOU”) contains the primary terms of a settlement in principle (the “Settlement”) agreed to among (i) the plaintiffs (“Plaintiffs”) in the Rice Consolidated Class Action (as defined herein) and (ii) Lafarge S.A. (“LSA”), Efalar, Inc. (“Efalar”), Bertrand P. Collomb, Bernard L. Kasriel, Bruno Lafont, Michel Rose (the “LSA Directors,” all collectively, with LSA and Efalar, the “LSA Defendants”); (iii) Lafarge North America, Inc. (“LNA” or the “Company”), Philippe R. Rollier, Claudine B. Malone, and Robert W. Murdoch, (collectively, with LNA, the “LNA Defendants”), (iv) Marshall A. Cohen, Philippe P. Dauman, Blythe J. McGarvie, James A. Micali, Bertin F. Nadeau, John D. Redfern, Lawrence Tannenbaum, and Gerald H. Taylor (the “Special Committee Defendants,” collectively, with the LSA Defendants and the LNA Defendants, the “Defendants”) (the Defendants and the Plaintiffs are collectively referred to as the “Parties”), by their respective undersigned attorne
incorporating changes made pursuant to an amendment agreement dated 28 July 2005) Euro 1,850,000,000 FACILITY AGREEMENT Dated 29 October 2004 for LAFARGE S.A. arranged by CALYON CITIBANK INTERNATIONAL PLC HSBC CCF SOCIETE GENERALE THE ROYAL BANK OF...Credit Facility Agreement • February 6th, 2006 • Lafarge • Concrete products, except block & brick • Luxembourg
PARIS-ZURICH HOLDINGS FIRST AMENDMENT TO THE AGREEMENT AND ARTICLES OF TRUST DATED AS OF MAY 23, 2003First Amendment to the Agreement and Articles of Trust • March 26th, 2004 • Lafarge • Concrete products, except block & brick • Maryland
WHEREAS the Settlors and the Trustees entered into an agreement and articles of trust dated as of August 1, 2000 (the “Trust Agreement”; capitalized terms used herein and not defined herein shall have the meanings ascribed thereto in the Trust Agreement), which provided for the creation of Paris-Zurich Holdings (“Paris-Zurich Holdings” or the “Trust”) and the transfer to Paris-Zurich Holdings of shares in Lafarge North America, a corporation organized under the laws of Maryland (“U.S. Corp.”) held by Lafarge (U.S.) Holdings and Cementia;
Dear Sirs,Facility Agreement • May 1st, 2006 • Lafarge • Concrete products, except block & brick
We refer to the US$ 2,800,000,000 Facility Agreement dated 5 February 2006 (the “Facility Agreement”) between you, as Borrower, and the Finance Parties. All capitalized terms in this letter have the meaning ascribed to them in the Facility Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • February 6th, 2006 • Lafarge • Concrete products, except block & brick
The undersigned hereby agree that the Amendment No. 17 to Schedule 13D, dated February 5, 2006 (the “Statement”), with respect to the Common Stock, par value $1.00 per share, of Lafarge North America Inc. 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(k)(1) under the Securities Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to the Statement and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Statement 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.
LAFARGE (VENEZUELA) HOLDINGS AMENDMENT TO THE AGREEMENT AND ARTICLES OF TRUST DATED AS OF MAY, 2003Trust Agreement • March 26th, 2004 • Lafarge • Concrete products, except block & brick • England
WHEREAS Lafarge and the Trustees entered into an agreement and articles of trust dated as of August 1, 2000 (the “Trust Agreement”; capitalized terms used herein and not defined herein shall have the meanings ascribed thereto in the Trust Agreement), which provided for the creation of Lafarge (Venezuela) Holdings (“Venezuela Holdings” or the “Trust”) and the transfer to Venezuelan Holdings of Lafarge’s shares in C.A. Fabrica Nacional de Cementos S.A.C.A., a corporation organized under the laws of Venezuela (“Venezuelan Corp.”);
LAFARGE S.A. Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • July 18th, 2006 • Lafarge • Concrete products, except block & brick • New York
Dear Sirs,Facility Agreement • April 7th, 2006 • Lafarge • Concrete products, except block & brick
We refer to the US$2,800,000,000 Facility Agreement dated 5 February 2006 (the “Facility Agreement”) between you, as Borrower, and the Finance Parties. All capitalized terms in this letter have the meaning ascribed to them in the Facility Agreement.
LAFARGE (U.S.) HOLDINGS FIRST AMENDMENT TO THE AGREEMENT AND ARTICLES OF TRUST DATED AS OF May 23, 2003First Amendment to the Agreement and Articles of Trust • March 26th, 2004 • Lafarge • Concrete products, except block & brick • Maryland
WHEREAS Lafarge and the Trustees entered into an agreement and articles of trust dated as of August 1, 2000 (the “Trust Agreement”; capitalized terms used herein and not defined herein shall have the meanings ascribed thereto in the Trust Agreement), which provided for the creation of Lafarge (U.S.) Holdings (“U.S. Holdings” or the “Trust”) and the transfer to U.S. Holdings of shares in Lafarge North America, a corporation organized under the laws of Maryland (“U.S. Corp.”) held by Lafarge;
Underwriting AgreementUnderwriting Agreement • July 18th, 2006 • Lafarge • Concrete products, except block & brick
Lafarge S.A., a société anonyme organized under the laws of the Republic of France (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $600,000,000 principal amount of its 6.15% Notes Due 2011, $800,000,000 principal amount of its 6.50% Notes Due 2016, and $600,000,000 principal amount of its 7.125% Notes Due 2036 having the terms set forth in Schedule 2 hereto (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of July 18, 2006 (the “Indenture”) between the Company and Law Debenture Trust Company of New York, as trustee (the “Trustee”).
