Heidrick & Struggles International Inc Sample Contracts

Heidrick & Struggles International Inc – Performance Stock Unit Participation Agreement (July 29th, 2019)

This Performance Stock Unit Participation Agreement (the “Agreement”) is dated as of this __th day of ______ and sets forth the terms and conditions of the Award described below made by Heidrick & Struggles International, Inc. (the “Company”) to _____ (the “Participant”), pursuant to the Second Amended and Restated 2012 Heidrick & Struggles GlobalShare Program (the “Program” or the “Plan”).

Heidrick & Struggles International Inc – Heidrick & Struggles Announces Strong Fourth Quarter and Record 2018 Results (February 25th, 2019)

CHICAGO, February 25, 2019 — Heidrick & Struggles International, Inc. (Nasdaq: HSII), a premier provider of executive search, leadership assessment and development, organization and team effectiveness, and culture shaping services globally, today announced financial results for its fourth quarter and year ended December 31, 2018.

Heidrick & Struggles International Inc – February 6, 2019 Michael Cullen Address on File with the Company Dear Mike: (February 8th, 2019)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars. This offer of employment is subject to the satisfactory completion of references and a background check.

Heidrick & Struggles International Inc – Heidrick & Struggles Enters into Exclusive Agreement with Business Talent Group to Offer High-Impact, On-Demand Executive Talent Solutions (January 15th, 2019)

CHICAGO and LOS ANGELES, Jan. 15, 2019 – Heidrick & Struggles (Nasdaq: HSII), the premier provider of executive search, leadership assessment and development, organization and team effectiveness, and culture shaping services globally, today announced an exclusive collaboration with Business Talent Group (BTG), the leading high-end marketplace for on-demand independent talent. With this agreement, Heidrick & Struggles will offer its clients seamless access to BTG’s pool of top independent business professionals – on demand – for critical, project-based assignments.

Heidrick & Struggles International Inc – December 3, 2018 Sarah Payne Address on File with the Company Dear Sarah: (December 6th, 2018)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars. This offer of employment is subject to the satisfactory completion of references and a background check.

Heidrick & Struggles International Inc – CREDIT AGREEMENT dated as of October 26, 2018 among HEIDRICK & STRUGGLES INTERNATIONAL, INC. The Foreign Subsidiary Borrowers Party Hereto The Lenders Party Hereto BANK OF AMERICA, N.A., as Administrative Agent SUNTRUST BANK, as Syndication Agent and HSBC BANK USA, NATIONAL ASSOCIATION, as Documentation Agent MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Bookrunners and Joint Lead Arrangers (October 29th, 2018)

CREDIT AGREEMENT (this “Agreement”) dated as of October 26, 2018, among HEIDRICK & STRUGGLES INTERNATIONAL, INC., the FOREIGN SUBSIDIARY BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, SUNTRUST BANK, as Syndication Agent and HSBC BANK USA, NATIONAL ASSOCIATION, as Documentation Agent.

Heidrick & Struggles International Inc – Restricted Stock Unit Participation Agreement (October 29th, 2018)

This Restricted Stock Unit Participation Agreement (the “Agreement”) is dated as of this 31st day of July, 2018 and sets forth the terms and conditions of the Award described below made by Heidrick & Struggles International, Inc. (the “Company”) to [NAME] (the “Participant”), pursuant to the Second Amended and Restated 2012 Heidrick & Struggles GlobalShare Program (the “Program” or the “Plan”).

Heidrick & Struggles International Inc – CERTIFICATE OF INCORPORATION OF HEIDRICK AND STRUGGLES INTERNATIONAL, INC. (June 5th, 2018)

To operate, conduct and manage a management counseling service for counseling, advising and consulting of every kind and description.

Heidrick & Struggles International Inc – March 19, 2018 Mark Harris Address on File with the Company Dear Mark: (March 21st, 2018)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars.

Heidrick & Struggles International Inc – Heidrick & Struggles Reports Record Net Revenue in 2017 (February 26th, 2018)

• Executive Search net revenue grew 10.6% in the fourth quarter and 8.8% for the year, with all three regions contributing to the increase in both periods.

Heidrick & Struggles International Inc – FOR IMMEDIATE RELEASE Media Contact: Jon Harmon +1 312.496.1593 jharmon@heidrick.com (February 5th, 2018)

CHICAGO, February 5, 2018 – Heidrick & Struggles (Nasdaq: HSII), a premier provider of executive search, leadership assessment and development, organization and team effectiveness, and culture shaping services globally, announces several changes to its leadership team to drive growth and operating excellence.

Heidrick & Struggles International Inc – Heidrick & Struggles International, Inc. Management Severance Pay Plan and Summary Plan Description As Amended and Restated Effective December 31, 2017 (January 10th, 2018)
Heidrick & Struggles International Inc – January 3, 2018 Kamau Coar Address on File with the Company Dear Kamau: (January 10th, 2018)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars. This offer of employment is subject to the satisfactory completion of references and a background check.

Heidrick & Struggles International Inc – January 9, 2018 Andrew LeSueur Address on File with the Company Dear Andrew: (January 10th, 2018)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the new terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars.

Heidrick & Struggles International Inc – SEPARATION AGREEMENT AND GENERAL RELEASE (January 5th, 2018)

This Separation Agreement and General Release (“Agreement”) is made as of this 4th day of January 2018 (the “Effective Date”), by and between Stephen W. Beard (the “Executive”) and Heidrick & Struggles International, Inc. and its affiliates (collectively, the “Company”), concerning the Executive’s separation from employment with the Company.

Heidrick & Struggles International Inc – SEPARATION AGREEMENT AND GENERAL RELEASE (January 5th, 2018)

This Separation Agreement and General Release (“Agreement”) is made as of this 31st day of December 2017 (the “Effective Date”), by and between Michael Marino (the “Executive”) and Heidrick & Struggles International, Inc. and its affiliates (collectively, the “Company”), concerning the Executive’s separation from employment with the Company.

Heidrick & Struggles International Inc – DATED 14 November 2017 MEMORANDUM OF CLARIFICATION RELATING TO A SHARE PURCHASE AGREEMENT MADE ON 4 AUGUST 2016 (November 15th, 2017)
Heidrick & Struggles International Inc – Heidrick & Struggles Endeavors to Strengthen Team Serving Nordic Clients Enters into agreement to acquire Amrop Denmark, market-leading executive search and leadership consulting firm (September 28th, 2017)

CHICAGO and COPENHAGEN, September 28, 2017 – Heidrick & Struggles (NASDAQ: HSII), a premier provider of executive search, leadership consulting and culture shaping worldwide, has entered into an agreement to acquire Amrop Denmark, the leading executive search and leadership consulting firm in Denmark. The acquisition is expected to close December 31, 2017.

Heidrick & Struggles International Inc – EXECUTION VERSION SHARE PURCHASE AGREEMENT (September 28th, 2017)

The B, D, F, G and H shares of the Company representing 62.5% of the registered share capital in Amrop A/S (hereinafter referred to as “the Company”), equivalent to nominally DKK 1,000,000 divided into 1,000 shares of DKK 1,000 each.

Heidrick & Struggles International Inc – September 21, 2017 Krishnan Rajagopalan Address on File with the Company Dear Krishnan: (September 21st, 2017)

On behalf of Heidrick & Struggles International, Inc. (“HSII” or the “Company”), I am pleased to confirm the terms of your continued employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars.

Heidrick & Struggles International Inc – September 21, 2017 Tracy R. Wolstencroft Address on File with the Company Dear Tracy: (September 21st, 2017)

On behalf of Heidrick & Struggles International, Inc. (“HSII” or the “Company”), I am writing to confirm the terms of your agreement with the Company regarding certain modifications to your outstanding equity awards in connection with your July 6, 2017 retirement as the Company’s President and Chief Executive Officer (“CEO”) and your continued service as Chairman of the Company’s Board of Directors (the “Board”). Specifically, you and the Company hereby confirm that your outstanding time-vesting restricted stock units (“RSUs”) and performance stock units (“PSUs”) will be modified to reflect the following terms:

Heidrick & Struggles International Inc – EARN OUT BUYOUT AGREEMENT (June 20th, 2017)
Heidrick & Struggles International Inc – AMENDED AND RESTATED BY-LAWS OF HEIDRICK & STRUGGLES INTERNATIONAL, INC. (as further amended on May 25, 2017) (May 30th, 2017)
Heidrick & Struggles International Inc – Business Protection Agreement I, Colin Neil Price, hereby agree as follows: (January 19th, 2017)
Heidrick & Struggles International Inc – TERM SHEET (January 19th, 2017)

I have read, fully understood and hereby accept the terms and conditions of my employment with the Company as set out in this Term Sheet and attached Terms and Conditions of Employment, the Business Protection Agreement and Sections 1, 2 and 3 of the UK Company Handbook of Heidrick & Struggles (UK) Limited (as amended from time to time and hereinafter referred to as the UK Company Handbook).

Heidrick & Struggles International Inc – HEIDRICK & STRUGGLES NON-EMPLOYEE DIRECTORS’ VOLUNTARY DEFERRED COMPENSATION PLAN (Amended and Restated as of September 30, 2016) (October 5th, 2016)
Heidrick & Struggles International Inc – DATED 25 AUGUST 2016 (August 29th, 2016)
Heidrick & Struggles International Inc – ASSET PURCHASE AGREEMENT by and among PHILOSOPHY IB, LLP, CHRISTINE H. LOTZE, KAVEH NAFICY and HEIDRICK & STRUGGLES, INC. AUGUST 12, 2016 (August 16th, 2016)

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 12, 2016, by and among (i) Heidrick & Struggles, Inc., a Delaware corporation (“Buyer”), (ii) Philosophy IB, LLP, a New Jersey limited liability partnership (“Seller”), (iii) Christine H. Lotze (“Lotze”) and (iv) Kaveh Naficy (“Naficy,” and together with Lotze, each a “Partner,” and together, “Partners”). Buyer, Seller and Partners are sometimes individually referred to in this Agreement as a “Party” and collectively as the “Parties.”

Heidrick & Struggles International Inc – DATED 4 AUGUST 2016 (August 5th, 2016)

FOR THE SALE AND PURCHASE OF THE ENTIRE ISSUED SHARE CAPITAL OF JCA GROUP LIMITED AND THE ENTIRE PARTNERSHIP INTEREST IN JCA PARTNERS LLP

Heidrick & Struggles International Inc – TERM SHEET (March 10th, 2016)
Heidrick & Struggles International Inc – ASSET PURCHASE AGREEMENT by and among DECISION STRATEGIES INTERNATIONAL, INC., DECISION STRATEGIES INTERNATIONAL (UK) LIMITED, THE SHAREHOLDERS SET FORTH ON ANNEX I, PAUL J. H. SCHOEMAKER, IN HIS CAPACITY AS THE SHAREHOLDERS’ REPRESENTATIVE, HEIDRICK & STRUGGLES, INC., HEIDRICK & STRUGGLES LEADERSHIP CONSULTING LTD. and HEIDRICK & STRUGGLES INTERNATIONAL, INC. FEBRUARY 9, 2016 (February 11th, 2016)

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 9, 2016, by and among (i) Heidrick & Struggles, Inc., a Delaware corporation (“Heidrick U.S.”), (ii) Heidrick & Struggles Leadership Consulting Ltd., a private company limited by shares in the United Kingdom (“Heidrick UK,” and together with Heidrick U.S., each a “Buyer,” and together, “Buyers”), (iii) Decision Strategies International, Inc., a Pennsylvania corporation (“DSI”), (iv) Decision Strategies International (UK) Limited, a private company limited by shares in the United Kingdom (“DSI Limited, ” and together with DSI, each a “Seller,” and collectively, “Sellers”), (v) each of the individuals listed on Annex I attached hereto (the “Shareholders,” and collectively with Sellers, the “Seller Parties”), (vi) Paul J. H. Schoemaker, in his capacity as the Shareholders’ representative (the “Shareholders’ Representative”) and (vii) solely for purposes of Section 11.1, Heidrick & Struggles Internatio

Heidrick & Struggles International Inc – DATED 1 OCTOBER 2015 (October 6th, 2015)
Heidrick & Struggles International Inc – SECOND AMENDED AND RESTATED CREDIT AGREEMENT originally dated as of June 22, 2011 as amended and restated as of January 31, 2013 and as further amended and restated as of June 30, 2015 among HEIDRICK & STRUGGLES INTERNATIONAL, INC. The Foreign Subsidiary Borrowers Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent and BANK OF AMERICA, N.A., as Syndication Agent J.P. MORGAN SECURITIES LLC and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Bookrunners and Joint Lead Arrangers (July 2nd, 2015)

SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) originally dated as of June 22, 2011, as amended and restated as of January 31, 2013 and as further amended and restated as of June 30, 2015 among HEIDRICK & STRUGGLES INTERNATIONAL, INC., the FOREIGN SUBSIDIARY BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent and BANK OF AMERICA, N.A., as Syndication Agent.

Heidrick & Struggles International Inc – Heidrick & Struggles Announces Amended Credit Agreement (July 2nd, 2015)

The Agreement, originally dated as of June 22, 2011 and first amended as of January 31, 2013, provides for a senior unsecured revolving credit facility in an aggregate amount of $100 million, with an optional increase in the credit facility up to $150 million in aggregate principal amount, subject to the lender’s approval and provided that the Company is in compliance with certain conditions of the Agreement.

Heidrick & Struggles International Inc – April 9, 2015 Krishnan Rajagopalan Address on File with the Company Dear Krishnan: (April 20th, 2015)

On behalf of Heidrick & Struggles, Inc. (“HSII” or the “Company”), I am pleased to confirm the new terms of your employment arrangement in this letter agreement (the “Agreement”). All amounts in this Agreement are denominated in U.S. dollars.