PURCHASE GUARANTEE AGREEMENTPurchase Guarantee Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec
PURCHASE GUARANTEE AGREEMENT, dated as of [•] January 2006, between (i) HSBC Bank plc, a company duly organized and existing under the laws of England whose registered office is at 8 Canada Square, London E14 5HQ and is registered under number 14259 (“HSBC”), and (ii) Genesys S.A., a French société anonyme whose registered office is at l’Acropole, 954-980 avenue Jean Mermoz, 34000 Montepellier and is registered under number 339 697 021, RCS (the “Company”, and together with HSBC, the “Parties”).
FORM OF WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York
WARRANT AGENCY AGREEMENT dated as of , 2006 (this “Agreement”) between Genesys S.A., a société anonyme organized under the laws of France (the “Company”), The Bank of New York, a New York banking corporation (the “ADS Warrant Agent).
INVESTMENT AGREEMENTInvestment Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec
REGISTRATION RIGHTS AND COOPERATION AGREEMENT BETWEEN GENESYS S.A. AND THE INVESTORS DATED [ ] 2006Registration Rights and Cooperation Agreement • January 30th, 2006 • Genesys Sa • Communications services, nec • New York
Genesys will grant its existing shareholders, free of charge, warrants to subscribe to newly issued ordinary shares of Genesys through a public offering in France and the United States (the “Warrants Offering”);
