AGREEMENT AND PLAN OF MERGER By and Among TAKE-TWO INTERACTIVE SOFTWARE, INC., MEDIACTIVE, INC. TDK MEDIACTIVE, INC. And TDK U.S.A. CORPORATION Dated as of September 2, 2003Merger Agreement • September 4th, 2003 • TDK Mediactive Inc • Services-prepackaged software • New York
AGREEMENT AND PLAN OF MERGER dated as of September 2, 2003 (this “Agreement”), among Take-Two Interactive Software, Inc., a Delaware corporation (“Take-Two”), Mediactive, Inc., a Delaware corporation and wholly-owned subsidiary of Take-Two (“Take-Two Subsidiary”), TDK Mediactive, Inc. , a Delaware corporation (“TDK”), and TDK U.S.A. Corporation, a New York corporation (“Parent”).
September 2, 2003Distribution Agreement • September 4th, 2003 • TDK Mediactive Inc • Services-prepackaged software • New York
This letter constitutes a legally binding agreement (the “Agreement”) by and between Take-Two Interactive Software, Inc. (“T2”) and TDK Mediactive, Inc. (“TDK”) pursuant to which TDK hereby grants to T2 the sole and exclusive right to distribute in North America the interactive software games (each a “Game” and collectively, the “Games”) identified on Exhibit A attached hereto on the platforms (each a “Platform” and collectively, the “Platforms”) identified on such schedule (the “Product Schedule”). With respect to each Game, the term of this Agreement shall be for nine (9) months from the date of the commercial release of such Game on the last Platform. It is anticipated that the Games shall be shipped on the dates specified in the Product Schedule.
