FORM OF TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
This TRANSITION SERVICES AGREEMENT (the “Agreement”) is effective as of [ ], 2005 by and among Instinet Group Incorporated, a corporation organized under the laws of the State of Delaware (“Buyer”), Bridge Trading Company, a corporation organized under the laws of the State of Delaware (the “Company”), and Reuters America LLC, a limited liability company organized under the laws of the State of Delaware (“Reuters”). Capitalized terms used but not otherwise defined herein shall have the meanings specified in the Purchase Agreement (as defined below).
FORM OF USE AND SERVICES LICENSE AGREEMENTUse and Services License Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
THIS USE AND SERVICES LICENSE AGREEMENT (this “Agreement”), dated [ ], 2005, is made by and between BRIDGE TRADING COMPANY, a [ ], having an office at 788 Office Parkway, Creve Coeur, Missouri (“Bridge”) and REUTERS AMERICA LLC, a Delaware limited liability company (“Reuters”), having an office at 3 Times Square, The Reuters Building, New York, New York.
FORM OF TRANSITION LICENSE AGREEMENTTransition License Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
This Transition License Agreement (“Agreement”) is effective as of the day of [·] 2005, by and between, Reuters SA, a Swiss corporation located at 153 route de Thonon, 1245 Collonge-Bellerive, Switzerland (“Licensor”) on the one hand, and Bridge Trading Company, a Delaware corporation located at 788 Office Parkway, Creve Coeur, Missouri (“Licensee”) and Instinet Group Incorporated (“Parent”) on the other hand (Licensor, Licensee and Parent are sometimes referred to in this Agreement as the “Parties”).
FORM OF INTELLECTUAL PROPERTY TRANSFER AGREEMENTIntellectual Property Transfer Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of this 1st day of November, 2003 by and between Instinet Group Incorporated, a Delaware corporation (the “Company”), and Andrew J. Banhidi (“Executive”).
STOCK PURCHASE AGREEMENT BY AND AMONG INSTINET GROUP INCORPORATED, REUTERS C LLC and REUTERS LIMITED Dated as of February 28, 2005Stock Purchase Agreement • March 11th, 2005 • Instinet Group Inc • Security brokers, dealers & flotation companies • New York
STOCK PURCHASE AGREEMENT dated as of February 28, 2005 among Instinet Group Incorporated, a corporation organized under the laws of the State of Delaware (“Buyer”), Reuters C LLC, a limited liability company organized under the laws of the State of Delaware (“Seller”), and, solely for purposes of Section 3.25 (Parent’s Due Organization, Authorization and Validity of Agreements), Section 5.8 (Non-Compete/Non-Solicitation), Section 5.11 (Transfers of Seller’s Assets) and Article IX (Indemnification) hereof, Reuters Limited, a corporation organized under the laws of England and Wales (“Parent”) (Buyer, Seller and Parent each a “Party” and, collectively, the “Parties”).
