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Full Doc	2007	American Depositary Shares American Depositary Shares (66K) Doc #2905659: This document is immediately available for purchase, but does not have a preview available for viewing. 2905659	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants )
Full Doc	2008	American Depositary Shares American Depositary Shares (67K) Doc #3284687: This document is immediately available for purchase, but does not have a preview available for viewing. 3284687	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants )
Preview Full Doc	2001	Assistance Agreement Assistance Agreement (22K) Doc #924212: Click preview link for longer preview. ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." ("SMS"). W I T N E S S E T H: WHEREAS, Sodexho has significant experience and knowledge in the administration, trading, organization, control, . . . 924212	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Assistance Agreement: SODEXHO ALLIANCE, – OF MARCH 27, 1998 Exhibit 99.(d)(5) ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." (" _____________ Sodexho Alliance, – Financial Officer With a copy to: Sodexho Marriott Services, Inc. 10400 Fernwood Road Bethesda, MD 20817 U.S.A. Fax: (301) 380-6727 Attn: General Counsel If to Sodexho, to: Sodexho Alliance, S.A. 3, avenue Newton 78180 Montigny Le Bretonneux France Fax: 011-33-1-3085-5005 Attn: Bernard Carton All such notices, requests and other communications shall be deemed _____________ SODEXHO ALLIANCE, – injunction or any other equitable remedy which may then be available. 9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC. (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. _____________ Sodexho Alliance, – Termination of Assistance Agreement The undersigned hereby agree that, effective as of the date hereof, the Assistance Agreement (the "1992 Agreement") dated as of September 1, 1992, as amended, between Sodexho Alliance, S.A. ("Sodexho SA") and Sodexho USA, Inc. ("Sodexho USA") shall terminate and have no further force or effect. Sodexho SA shall promptly issue to Sodexho USA an invoice _____________ SODEXHO ALLIANCE, – 1992 Agreement, and Sodexho USA shall promptly make payment in respect thereof. IN WITNESS WHEREOF, the parties hereto have caused this Termination to be duly executed on March 27, 1998. SODEXHO ALLIANCE, S.A. ------------------------------------------ Name: Title: SODEXHO USA, Inc. ------------------------------------------ Name: Title: _____________ dt 1548945 ; Marriott Int'l Marriott International Inc. ( Hotels & Motels ) As referenced in this Assistance Agreement: MARRIOTT INTERNATIONAL, INC – made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC ., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." ("SMS"). W I T N E S S E T H: WHEREAS, Sodexho has significant experience and knowledge in _____________ Marriott International, Inc – dated as of the date hereof by and between Sodexho and SMS (the "Royalty Agreement"), the Agreement and Plan of Merger dated as of September 30, 1997 by and among Marriott International, Inc . ("MII"), Marriott-ICC Merger Corp., New Marriott MI, Inc. ("Spinco"), Sodexho and International Catering Corporation, as amended (the "Merger Agreement"), the Distribution Agreement dated as of September 30, 1997 _____________ MARRIOTT INTERNATIONAL, INC – hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC . (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. Hyatt ------------------------------------------ Name: Lawrence E. Hyatt Title: Vice President Annex A Termination of Assistance Agreement The undersigned hereby agree _____________ dt 1326867 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Assistance Agreement: SODEXHO ALLIANCE, – OF MARCH 27, 1998 Exhibit 99.(d)(5) ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." (" _____________ Sodexho Alliance, – Financial Officer With a copy to: Sodexho Marriott Services, Inc. 10400 Fernwood Road Bethesda, MD 20817 U.S.A. Fax: (301) 380-6727 Attn: General Counsel If to Sodexho, to: Sodexho Alliance, S.A. 3, avenue Newton 78180 Montigny Le Bretonneux France Fax: 011-33-1-3085-5005 Attn: Bernard Carton All such notices, requests and other communications shall be deemed _____________ SODEXHO ALLIANCE, – injunction or any other equitable remedy which may then be available. 9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC. (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. _____________ Sodexho Alliance, – Termination of Assistance Agreement The undersigned hereby agree that, effective as of the date hereof, the Assistance Agreement (the "1992 Agreement") dated as of September 1, 1992, as amended, between Sodexho Alliance, S.A. ("Sodexho SA") and Sodexho USA, Inc. ("Sodexho USA") shall terminate and have no further force or effect. Sodexho SA shall promptly issue to Sodexho USA an invoice _____________ SODEXHO ALLIANCE, – 1992 Agreement, and Sodexho USA shall promptly make payment in respect thereof. IN WITNESS WHEREOF, the parties hereto have caused this Termination to be duly executed on March 27, 1998. SODEXHO ALLIANCE, S.A. ------------------------------------------ Name: Title: SODEXHO USA, Inc. ------------------------------------------ Name: Title: _____________ dt 1360599
Preview Full Doc	2001	Assistance Agreement Assistance Agreement (22K) Doc #1397239: Click preview link for longer preview. ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." ("SMS"). W I T N E S S E T H: WHEREAS, Sodexho has significant experience and knowledge in the administration, trading, organization, . . . 1397239	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Assistance Agreement: SODEXHO ALLIANCE, – lt;TEXT> <PAGE> Exhibit 99.(d)(5) ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." (" _____________ Sodexho Alliance, – Financial Officer With a copy to: Sodexho Marriott Services, Inc. 10400 Fernwood Road Bethesda, MD 20817 U.S.A. Fax: (301) 380-6727 Attn: General Counsel If to Sodexho, to: Sodexho Alliance, S.A. 3, avenue Newton 78180 Montigny Le Bretonneux France Fax: 011-33-1-3085-5005 Attn: Bernard Carton All such notices, requests and other communications shall be deemed _____________ SODEXHO ALLIANCE, – any other equitable remedy which may then be available. 9 <PAGE> IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC. (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. _____________ Sodexho Alliance, – Termination of Assistance Agreement The undersigned hereby agree that, effective as of the date hereof, the Assistance Agreement (the "1992 Agreement") dated as of September 1, 1992, as amended, between Sodexho Alliance, S.A. ("Sodexho SA") and Sodexho USA, Inc. ("Sodexho USA") shall terminate and have no further force or effect. Sodexho SA shall promptly issue to Sodexho USA an invoice _____________ SODEXHO ALLIANCE, – 1992 Agreement, and Sodexho USA shall promptly make payment in respect thereof. IN WITNESS WHEREOF, the parties hereto have caused this Termination to be duly executed on March 27, 1998. SODEXHO ALLIANCE, S.A. ------------------------------------------ Name: Title: SODEXHO USA, Inc. ------------------------------------------ Name: Title: </TEXT> </DOCUMENT> _____________ dt 1548953 ; Marriott Int'l Marriott International Inc. ( Hotels & Motels ) As referenced in this Assistance Agreement: MARRIOTT INTERNATIONAL, INC – made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC ., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." ("SMS"). W I T N E S S E T H: WHEREAS, Sodexho has significant experience and knowledge in _____________ Marriott International, Inc – dated as of the date hereof by and between Sodexho and SMS (the "Royalty Agreement"), the Agreement and Plan of Merger dated as of September 30, 1997 by and among Marriott International, Inc . ("MII"), Marriott-ICC Merger Corp., New Marriott MI, Inc. ("Spinco"), Sodexho and International Catering Corporation, as amended (the "Merger Agreement"), the Distribution Agreement dated as of September 30, 1997 _____________ MARRIOTT INTERNATIONAL, INC – hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC . (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. Hyatt ------------------------------------------ Name: Lawrence E. Hyatt Title: Vice President <PAGE> Annex A Termination of Assistance Agreement The undersigned _____________ dt 1326894 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Assistance Agreement: SODEXHO ALLIANCE, – lt;TEXT> <PAGE> Exhibit 99.(d)(5) ASSISTANCE AGREEMENT This ASSISTANCE AGREEMENT (this "Agreement") is made and entered into as of March 27, 1998 by and between SODEXHO ALLIANCE, S.A. a societe anonyme organized under the laws of the Republic of France ("Sodexho"), and MARRIOTT INTERNATIONAL, INC., a Delaware corporation to be renamed "Sodexho Marriott Services, Inc." (" _____________ Sodexho Alliance, – Financial Officer With a copy to: Sodexho Marriott Services, Inc. 10400 Fernwood Road Bethesda, MD 20817 U.S.A. Fax: (301) 380-6727 Attn: General Counsel If to Sodexho, to: Sodexho Alliance, S.A. 3, avenue Newton 78180 Montigny Le Bretonneux France Fax: 011-33-1-3085-5005 Attn: Bernard Carton All such notices, requests and other communications shall be deemed _____________ SODEXHO ALLIANCE, – any other equitable remedy which may then be available. 9 <PAGE> IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. SODEXHO ALLIANCE, S.A. /s/ Bernard Carton ------------------------------------------ Name: Bernard Carton Title: Senior Vice President And Chief Financial Officer MARRIOTT INTERNATIONAL, INC. (to be renamed "Sodexho Marriott Services, Inc.") /s/ Lawrence E. _____________ Sodexho Alliance, – Termination of Assistance Agreement The undersigned hereby agree that, effective as of the date hereof, the Assistance Agreement (the "1992 Agreement") dated as of September 1, 1992, as amended, between Sodexho Alliance, S.A. ("Sodexho SA") and Sodexho USA, Inc. ("Sodexho USA") shall terminate and have no further force or effect. Sodexho SA shall promptly issue to Sodexho USA an invoice _____________ SODEXHO ALLIANCE, – 1992 Agreement, and Sodexho USA shall promptly make payment in respect thereof. IN WITNESS WHEREOF, the parties hereto have caused this Termination to be duly executed on March 27, 1998. SODEXHO ALLIANCE, S.A. ------------------------------------------ Name: Title: SODEXHO USA, Inc. ------------------------------------------ Name: Title: </TEXT> </DOCUMENT> _____________ dt 1360607 ; Sodexho Marriott Services Sodexho Marriott Services Inc
Preview Full Doc	2007	Deposit Agreement Deposit Agreement (96K) Doc #2905658: Click preview link for longer preview. SODEXHO ALLIANCE, SA AND THE BANK OF NEW YORK As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of April 1, 2002 As Amended and Restated as of _____________, 2007 =============================================================== DEPOSIT AGREEMENT DEPOSIT AGREEMENT dated as of April 1, 2002, as amended and restated as of _________________, 2007, among SODEXHO ALLIANCE, SA incorporated under the laws of The Republic of France (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and . . . 2905658	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Deposit Agreement: SODEXHO ALLIANCE, – Converted by FileMerlin EX-1 2 sodexhodepagmtblacklinetobef.htm FORM OF DEPOSIT AGREEMENT SODEXHO ALLIANCE, SA AND THE BANK OF NEW YORK As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of April 1, 2002 As Amended and _____________ SODEXHO ALLIANCE, – April 1, 2002 As Amended and Restated as of _____________, 2007 =============================================================== DEPOSIT AGREEMENT DEPOSIT AGREEMENT dated as of April 1, 2002, as amended and restated as of _________________, 2007, among SODEXHO ALLIANCE, SA incorporated under the laws of The Republic of France (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and _____________ Sodexho Alliance, – Commission" shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United States. SECTION 1.05 Company. The term "Company" shall mean Sodexho Alliance, SA incorporated under the laws of France, and its successors. SECTION 1.06 Consultation. The term ?Consultation? shall mean the good faith attempt by the Depositary to discuss the _____________ Sodexho Alliance, – given to the Company shall be deemed to have been duly given if personally delivered or sent by mail or cable, telex or facsimile transmission confirmed by letter, addressed to Sodexho Alliance, SA, 3, avenue Newton, 78180 Montigny-le-Bretonneux, France, Attention: Si?n Herbert-Jones, Chief Financial Officer, or any other place to which the Company may have transferred its _____________ SODEXHO ALLIANCE, – at its address last specified for notices hereunder, and service so made shall be deemed completed five (5) days after the same shall have been so mailed. IN WITNESS WHEREOF, SODEXHO ALLIANCE, SA and THE BANK OF NEW YORK have duly executed this agreement as of the day and year first set forth above and all Owners and Beneficial Owners shall _____________ dt 1791480
Preview Full Doc	2000	Option Agreement Option Agreement (21K) Doc #924289: Click preview link for longer preview. THIS OPTION AGREEMENT (the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock Acquisition Agreement, dated September 11, 2000 (the "Stock Acquisition Agreement"), Sodexho has acquired from Corrections Corporation of America (U.K.) . . . 924289	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – Officer and President 5 With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, Massachusetts _____________ SODEXHO ALLIANCE, – by the party hereto which is entitled to the benefit thereof. 7 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1548947 ; Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – Officer and President 5 With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, Massachusetts _____________ SODEXHO ALLIANCE, – by the party hereto which is entitled to the benefit thereof. 7 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1360601 ;	Ropes & Gray Ropes & Gray ( Legal ) As referenced in this Option Agreement: Ropes & Gray, – Section 9 of this Agreement. Delivery of the UKDS Option Shares and the CCA Australia Option Shares and payment therefor (each, a "Closing") shall take place at the offices of Ropes & Gray, in Boston, Massachusetts, at 10:00 a.m., Boston, Massachusetts time, on the tenth Business Day, as hereinafter defined, following the date such notice of exercise is given, or _____________ Ropes & Gray – Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, Massachusetts 02110 12. Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other term _____________ dt 1335272
Preview Full Doc	2000	Option Agreement Option Agreement (21K) Doc #1014169: Click preview link for longer preview. OPTION AGREEMENT THIS OPTION AGREEMENT (the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock Acquisition Agreement, dated September 11, 2000 (the "Stock Acquisition Agreement"), . . . 1014169	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – 5 <PAGE> With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, _____________ SODEXHO ALLIANCE, – party hereto which is entitled to the benefit thereof. 7 <PAGE> IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1548950 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – 5 <PAGE> With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, _____________ SODEXHO ALLIANCE, – party hereto which is entitled to the benefit thereof. 7 <PAGE> IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1360604
Preview Full Doc	2000	Option Agreement Option Agreement (22K) Doc #1014186: Click preview link for longer preview. OPTION AGREEMENT THIS OPTION AGREEMENT (the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock Acquisition Agreement, dated September 11, 2000 (the "Stock Acquisition Agreement"), . . . 1014186	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – lt;PAGE> 6 With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, _____________ SODEXHO ALLIANCE, – hereto which is entitled to the benefit thereof. 7 <PAGE> 8 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1548952 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Option Agreement: SODEXHO ALLIANCE, – the "Agreement") is made and entered into as of September 11, 2000, by and between JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation, or its designee ("JJFMS"), and SODEXHO ALLIANCE, S.A., a French societe anonyme, or its designee ("Sodexho"). W I T N E S S E T H: WHEREAS, pursuant to the terms of that certain Stock _____________ Sodexho Alliance, – lt;PAGE> 6 With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3 avenue Newton 78180 Montigny-le-Bretonneux FRANCE Attn: Jean-Pierre Cuny With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place Boston, _____________ SODEXHO ALLIANCE, – hereto which is entitled to the benefit thereof. 7 <PAGE> 8 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. SODEXHO: SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- JJFMS: JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC. By: /s/ Darrell K. Massengale ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- _____________ dt 1360606
Preview Full Doc	2006	Registration Rights Agreement Registration Rights Agreement (59K) Doc #1013655: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 31, 1998, is made by and between CORRECTIONAL MANAGEMENT SERVICES CORPORATION, a Tennessee corporation (together with its successors, the "Company"), and CFE, INC., a Delaware corporation (together with its successors and assigns, "CFE"). W I T N E S S E T H : WHEREAS, pursuant to that certain fee letter, dated as of December 28, 1998, among the Company, Corrections . . . 1013655	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Registration Rights Agreement: Sodexho Alliance, – a) The Company represents and warrants to CFE that, other than as provided herein and in that certain Registration Rights Agreement, dated as of December 30, 1998, by and among Sodexho Alliance, S.A., Baron Asset Fund on behalf of the Barron Asset Fund Series and the Company, there are no agreements, understandings or commitments, oral or written, between the Company _____________ dt 1548948 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Registration Rights Agreement: Sodexho Alliance, – a) The Company represents and warrants to CFE that, other than as provided herein and in that certain Registration Rights Agreement, dated as of December 30, 1998, by and among Sodexho Alliance, S.A., Baron Asset Fund on behalf of the Barron Asset Fund Series and the Company, there are no agreements, understandings or commitments, oral or written, between the Company _____________ dt 1360602
Preview Full Doc	2000	Stock Acquisition Agreement Stock Acquisition Agreement (79K) Doc #924288: Click preview link for longer preview. THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, a Tennessee limited liability company ("JJFMS LLC"); CORRECTIONS CORPORATION OF AMERICA (U.K.) LIMITED, a company incorporated in England and Wales whose registered number is 2147489 ("CCA UK" and together with JJFMS, " . . . 924288	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – ACQUISITION AGMT. 9/11/2000 EXHIBIT 99.3 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – 37215 Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place _____________ SODEXHO ALLIANCE, – following page] 27 IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1548946 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – ACQUISITION AGMT. 9/11/2000 EXHIBIT 99.3 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – 37215 Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 With a copy to: Howard K. Fuguet, Esq. Ropes & Gray One International Place _____________ SODEXHO ALLIANCE, – following page] 27 IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1360600
Preview Full Doc	2000	Stock Acquisition Agreement Stock Acquisition Agreement (79K) Doc #1014167: Click preview link for longer preview. STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, a Tennessee limited liability company ("JJFMS LLC"); CORRECTIONS CORPORATION OF AMERICA (U.K.) LIMITED, a company incorporated in England and Wales whose registered . . . 1014167	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – 2000 <TEXT> <PAGE> EXHIBIT 99.3 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 <PAGE> With a copy to: Howard K. Fuguet, Esq. Ropes & Gray _____________ SODEXHO ALLIANCE, – 27 <PAGE> IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1548949 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – 2000 <TEXT> <PAGE> EXHIBIT 99.3 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 <PAGE> With a copy to: Howard K. Fuguet, Esq. Ropes & Gray _____________ SODEXHO ALLIANCE, – 27 <PAGE> IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1360603
Preview Full Doc	2000	Stock Acquisition Agreement Stock Acquisition Agreement (84K) Doc #1014184: Click preview link for longer preview. STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, a Tennessee limited liability company ("JJFMS LLC"); CORRECTIONS CORPORATION OF AMERICA (U.K.) LIMITED, a company incorporated in England and Wales whose registered . . . 1014184	Sodexho Alliance, SA Sodexho Alliance, SA ( Restaurants ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – lt;TEXT> <PAGE> 1 EXHIBIT 10.2 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 <PAGE> 26 With a copy to: Howard K. Fuguet, Esq. Ropes & _____________ SODEXHO ALLIANCE, – lt;PAGE> 28 IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1548951 ;	Sodexho Alliance, SA Sodexho Alliance, SA ( Apparel ) As referenced in this Stock Acquisition Agreement: SODEXHO ALLIANCE, – lt;TEXT> <PAGE> 1 EXHIBIT 10.2 STOCK ACQUISITION AGREEMENT THIS STOCK ACQUISITION AGREEMENT (the "Agreement"), dated as of September 11, 2000, is made by and among SODEXHO ALLIANCE, S.A., a French societe anonyme ("Sodexho"); JUVENILE AND JAIL FACILITY MANAGEMENT SERVICES, INC., a Tennessee corporation ("JJFMS") and successor by merger to Juvenile and Jail Facility Services, LLC, _____________ Sodexho Alliance, – Attention: John D. Ferguson With a copy to: Elizabeth E. Moore, Esq. Stokes Bartholomew Evans & Petree, P.A. 424 Church Street, Suite 2800 Nashville, Tennessee 37219 If to Sodexho: Sodexho Alliance, S.A. 3, avenue newton 78180 Montigny-le-Bretonneux FRANCE Attention: Jean-Pierre Cuny 25 <PAGE> 26 With a copy to: Howard K. Fuguet, Esq. Ropes & _____________ SODEXHO ALLIANCE, – lt;PAGE> 28 IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the duly authorized officers of the parties hereto on the date first above written. SODEXHO ALLIANCE, S.A. By: /s/ Jean-Pierre Cuny ---------------------------------------- Title: Senior Vice President ------------------------------------- PRISON REALTY TRUST, INC. By: /s/ John D. Ferguson ---------------------------------------- Title: President/Chief Executive Officer ------------------------------------- CORRECTIONS CORPORATION OF AMERICA _____________ dt 1360605

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