Interbrew logo]
EXHIBIT
4.18
[Interbrew
logo]
July
22nd
2004
Companhia
de Bebidas das Américas -AmBev
Rua
Xx.
Xxxxxx Xxxx xx Xxxxxx 1017
04530-001,
São Paulo, SP
Federative
Republic of Brazil
Attention
of Xxxxxx Xxxxx
Dear
Sirs:
We
refer
to (i) the Incorporação Agreement dated as of March 3, 2004 (the " Incorporação
Agreement"), among Companhia de Bebidas das Américas - AmBev ("AmBev"),
Interbrew S.A. ("Interbrew"), Labatt Brewing Canada Holding Ltd. and Labatt
Brewing Company Limited and (ii) the Mutual Confidentiality Agreement dated
as
October 15, 2003 (the "Confidentiality Agreement"), between Interbrew
and
AmBev. Capitalized terms used but not defined herein shall have the meanings
assigned to them in the Incorporação Agreement.
In
connection with the transactions contemplated by the Incorporação Agreement and
the Contribution and Subscription Agreement, AmBev and its affiliates may
provide or cause to be provided to Interbrew certain information relating to
the
business of AmBev and its affiliates, and Interbrew and its affiliates may
provide or cause to be provided to AmBev certain information relating to the
business of Interbrew and its affiliates. AmBev and Interbrew each acknowledge
the information provided pursuant hereto will be used only in connection with
planning the integration of their respective businesses. Each of AmBev and
Interbrew agrees that such information will not be used as the basis for any
commercial actions taken prior to the Closing.
Each
of
AmBev and Interbrew acknowledges that the information being provided to it
pursuant hereto is subject to the terms of the Confidentiality Agreement, the
terms of which are incorporated herein by reference. This letter agreement
shall
not be deemed to amend, modify, waive, supersede or otherwise affect the terms
and provisions of the Incorporação Agreement or the Contribution and
Subscription Agreement or any agreement contemplated by either of the
foregoing.
This
letter agreement will be governed by and construed in accordance with the
internal laws of the State of New York and shall terminate upon the earlier
of
the Closing and the termination of the Incorporação Agreement.
[Interbrew
logo]
If
the
foregoing correctly sets forth the agreement reached between us with respect
to
the subject matter hereof, please execute the enclosed copy of this letter
agreement in the space indicated therein and return to us a fully-signed copy
of
this letter agreement, at which time this letter agreement shall serve as a
binding and enforceable agreement between us.
Very
truly yours,
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Interbrew
S.A.
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By:
/s/ Xx Xxx
Xxxxxxxxxx
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By:
/s/ Xxxx
Xxxxxxxx
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Name:
Xx Xxx Xxxxxxxxxx
Title:
Senior VP Corporate Strategy
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Name:
Xxxx Xxxxxxxx
Title:
Deputy Corporate General Counsel
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CONFIRMED
AND AGREED TO:
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Companhia
de Bebidas das Américas -- AmBev
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By:
/s/ Xxxxxx
Xxxxx
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By: /s/
Xxxxx
Xxxxxxx
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Name:
Xxxxxx Xxxxx
Title:
CFO
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Name:
Xxxxx Xxxxxxx
Title:
General Counsel
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