0001047469-14-006764 Sample Contracts

Polca Cash Pooling Agreement
Cash Pooling Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

(Polca and the Participating Companies are hereinafter collectively referred to as the “Parties” and individually as a “ Party”).

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INDEMNIFICATION AGREEMENT NOVA PONTOCOM COMÉRCIO ELETRÔNICO S.A. CNOVA COMÉRCIO ELETRÔNICO S.A. July 21, 2014
Indemnification Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

NPC and Nova OpCo are hereinafter jointly referred to as “Parties” and each of them is individually and indistinctively referred to as “Party”.

Contract
Trademark License Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

TRADEMARK LICENSE AGREEMENT This Agreement is made by and between CONTRATO DE LICENÇA DE MARCA O presente Contrato é celebrado entre as partes

MANAGEMENT UNDERTAKINGS AGREEMENT GERMAN PASQUALE QUIROGA VILARDO EDUARDO KHAIR CHALITA NOVA PONTOCOM COMÉRCIO ELETRÔNICO S.A. CNOVA COMÉRCIO ELETRÔNICO S.A. CNOVA N.V. July 23rd, 2014
Management Undertakings Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

The Executives, NPC, Nova OpCo and Cnova are hereinafter jointly referred to as “Parties”, and each of them is individually and indistinctively referred to as “Party”.

CONTRIBUTION AGREEMENT among Cnova N.V. Casino, Guichard-Perrachon S.A. Almacenes Éxito S.A. and Jaïpur Financial Markets B.V. Dated as of 24 July 2014
Contribution Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

activities, pursuant to a Framework and IPO Agreement originally entered into by and among CGP, Companhia Brasileira de Distribuição, Via Varejo S.A., Nova Pontocom Comércio Eletrônico S.A. and Nova OpCo as of 11 July 2014 and by the Company on the date hereof, and which CE and Exito joined, in accordance with its terms (the “Framework and IPO Agreement”).

FIRST AMENDMENT TO THE OPERATIONAL AGREEMENT COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO VIA VAREJO S.A. CNOVA COMÉRCIO ELETRÔNICO S.A. CNOVA N.V. NOVA PONTOCOM COMÉRCIO ELETRÔNICO S.A. July 24, 2014
Operational Agreement • August 7th, 2014 • Cnova N.V. • Retail-catalog & mail-order houses

By this First Amendment dated as of July 24, 2014 to the Operational Agreement dated October 17, 2013, among Nova Pontocom Comércio Eletrônico S.A., Via Varejo S.A. and Companhia Brasileira de Distribuição (“Operational Agreement”), the Parties:

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