Seagate Technology PLC Sample Contracts

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dated as of May 13, 2002 among
Credit Agreement • May 16th, 2002 • Seagate Technology Holdings • New York
May 3, 2002
Seagate Technology Holdings • May 16th, 2002 • New York
EIGHTH AMENDMENT
Credit Agreement • August 4th, 2023 • Seagate Technology Holdings PLC • Computer storage devices • New York

This CREDIT AGREEMENT, dated as of February 20, 2019 (this “Agreement”), is among SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY, a public

AMENDMENT NO. 1
Stock Purchase Agreement • November 8th, 2002 • Seagate Technology Holdings • Computer storage devices • Delaware

THIS AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of October 31, 2002 by and among Oak Investment Partners X, Limited Partnership, a Delaware limited partnership ("Oak X"), Oak X Affiliates Fund, L.P., a Delaware limited partnership ("Oak X Affiliates"), Oak Investment Partners IX, Limited Partnership, a Delaware limited partnership ("Oak IX"), Oak IX Affiliates Fund, L.P., a Delaware limited partnership ("Oak IX Affiliates"), Oak IX Affiliates Fund-A, L.P., a Delaware limited partnership ("Oak IX Affiliates-A") (each of Oak X, Oak X Affiliates, Oak IX, Oak IX Affiliates and Oak IX Affiliates-A a "Buyer" and collectively the "Buyers"), Seagate Technology Holdings, a Cayman Islands limited liability company ("Seagate"), Seagate Technology SAN Holdings, a Cayman Islands limited liability company ("Seller"), New SAC, a Cayman Islands limited liability company ("New SAC"), and XIOtech Corporation, a Minnesota corporation (the "Company"), and am

CREDIT AGREEMENT dated as of January 18, 2011, among SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY, SEAGATE HDD CAYMAN, as the Borrower, The Lenders Party Hereto, THE BANK OF NOVA SCOTIA, as Administrative Agent, an Arranger and a Joint Book Runner,...
Credit Agreement • February 3rd, 2011 • Seagate Technology PLC • Computer storage devices • New York

This CREDIT AGREEMENT, dated as of January 18, 2011 (this “Agreement”), among SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY, an Irish public limited company (“STX”), SEAGATE HDD CAYMAN, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Borrower”), the various financial institutions and other Persons from time to time parties hereto (the “Lenders”) and THE BANK OF NOVA SCOTIA (“Scotia Capital”), as administrative agent (in such capacity, “Administrative Agent”).

by and among
Stock Purchase Agreement • November 8th, 2002 • Seagate Technology Holdings • Computer storage devices • Delaware
BY AND AMONG
Stock Purchase Agreement • May 16th, 2002 • Seagate Technology Holdings • Delaware
RESTRICTED SHARE AGREEMENT (OTHER EMPLOYEES)
Restricted Share Agreement • May 16th, 2002 • Seagate Technology Holdings • New York
CREDIT AGREEMENT dated as of February 20, 2019, among SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY, SEAGATE HDD CAYMAN, as the Borrower, The Lenders Party Hereto, THE BANK OF NOVA SCOTIA, as Administrative Agent, an Arranger and a Bookrunner Bank of...
Credit Agreement • April 30th, 2019 • Seagate Technology PLC • Computer storage devices • New York

This CREDIT AGREEMENT, dated as of February 20, 2019 (this “Agreement”), among SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY, an Irish public limited company (“STX”), SEAGATE HDD CAYMAN, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Borrower”), the various financial institutions and other Persons from time to time parties hereto (the “Lenders”) and THE BANK OF NOVA SCOTIA (“Scotiabank”), as administrative agent (in such capacity, “Administrative Agent”).

RECITALS --------
Management Retention Agreement • May 16th, 2002 • Seagate Technology Holdings • Delaware
DISC DRIVE RESEARCH AND DEVELOPMENT COST SHARING AGREEMENT
Sharing Agreement • May 16th, 2002 • Seagate Technology Holdings • California
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 30th, 2023 • Seagate Technology Holdings PLC • Computer storage devices • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into this 30th day of May 2023 among Seagate HDD Cayman, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Company”), Seagate Technology Holdings plc, a public limited company organized under the laws of Ireland (the “Parent”), Seagate Technology Unlimited Company, a private unlimited company incorporated under the laws of Ireland (“STX Unlimited” and together with the Parent, the “Guarantors”) and Morgan Stanley & Co. LLC, as representative (the “Representative”) of the initial purchasers (collectively, the “Initial Purchasers”) named in Schedule I to the Purchase Agreement, dated May 24, 2023, among the Company, the Guarantors and the Representative (the “Purchase Agreement”).

INTERCREDITOR AGREEMENT
Intercreditor Agreement • May 5th, 2009 • Seagate Technology • Computer storage devices • New York

Intercreditor Agreement (this “Agreement”), dated as of May 1, 2009, among JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “First Priority Representative”) for the First Priority Secured Parties (as defined below), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “Second Priority Representative”) for the Second Priority Secured Parties (as defined below), SEAGATE TECHNOLOGY HDD HOLDINGS, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Borrower”), SEAGATE TECHNOLOGY INTERNATIONAL, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Second Lien Issuer”), and each of the other Loan Parties (such term, and other capitalized terms used herein but not otherwise defined, having the meaning set forth in S

SEAGATE TECHNOLOGY HDD HOLDINGS as Issuer SEAGATE TECHNOLOGY as Guarantor AND U.S. BANK NATIONAL ASSOCIATION as Trustee
Indenture • September 21st, 2006 • Seagate Technology • Computer storage devices • New York

INDENTURE, dated as of September 20, 2006, among Seagate Technology HDD Holdings, an exempted limited liability company incorporated under the laws of the Cayman Islands, as issuer (the “Company”), and Seagate Technology, an exempted limited liability company incorporated under the laws of the Cayman Islands as guarantor (“Parent”), and U.S. Bank National Association, a national banking association, as Trustee (the “Trustee”).

SEAGATE HDD CAYMAN as Issuer SEAGATE TECHNOLOGY PLC as Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee
Indenture • February 3rd, 2017 • Seagate Technology PLC • Computer storage devices • New York

INDENTURE, dated as of February 3, 2017, among SEAGATE HDD CAYMAN, an exempted company incorporated with limited liability under the laws of the Cayman Islands, as issuer (the “Company”), SEAGATE TECHNOLOGY plc, a public limited company organized under the laws of Ireland, as guarantor (the “Parent”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

Shares SEAGATE TECHNOLOGY COMMON SHARES, $0.00001 PAR VALUE PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • December 6th, 2002 • Seagate Technology Holdings • Computer storage devices • New York

Seagate Technology, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), and New SAC, a Cayman Islands exempted limited liability company (the “Selling Shareholder” or “New SAC”) proposes to sell to the several Underwriters, an aggregate of Common Shares, $0.00001 par value per share, of the Company (the “Firm Shares”), of which shares are to be issued and sold by the Company and shares are to be sold by the Selling Shareholder.

SEAGATE HDD CAYMAN as Issuer SEAGATE TECHNOLOGY PLC as Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee
Supplemental Indenture • May 14th, 2015 • Seagate Technology PLC • Computer storage devices • New York

INDENTURE, dated as of May 14, 2015, among SEAGATE HDD CAYMAN, an exempted limited liability company organized under the laws of the Cayman Islands, as issuer (the “Company”), SEAGATE TECHNOLOGY plc, a public limited company organized under the laws of Ireland, as guarantor (the “Parent”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

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Contract
Supplemental Indenture • May 19th, 2021 • Seagate Technology PLC • Computer storage devices • New York

THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of May 18, 2021, among SEAGATE HDD CAYMAN, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), Seagate Technology plc, a public limited company organized under the laws of Ireland, as guarantor (“STX”), Seagate Technology Holdings plc, a public limited company organized under the laws of Ireland, as guarantor (“Holdings”), and Wells Fargo Bank, a national banking association, as trustee (the “Trustee”).

BY AND AMONG VERITAS SOFTWARE CORPORATION VICTORY MERGER SUB, INC. AND
Agreement and Plan of Merger and Reorganization • May 16th, 2002 • Seagate Technology Holdings • Delaware
Seagate Technology Holdings public limited company Restricted Share Unit Agreement
Restricted Share Unit Agreement • October 27th, 2022 • Seagate Technology Holdings PLC • Computer storage devices • California
RECITALS
Stock Purchase Agreement, Agreement • May 16th, 2002 • Seagate Technology Holdings
SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY RESTRICTED SHARE UNIT AGREEMENT (OUTSIDE DIRECTORS)
Restricted Share Unit Agreement • October 20th, 2021 • Seagate Technology Holdings PLC • Computer storage devices • California
Executive Performance Share Unit Agreement
Seagate Technology Holdings PLC • October 27th, 2022 • Computer storage devices • California
SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY OPTION AGREEMENT
Option Agreement • October 20th, 2021 • Seagate Technology Holdings PLC • Computer storage devices • California
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 3, 2009, among SEAGATE TECHNOLOGY, SEAGATE TECHNOLOGY HDD HOLDINGS, as Borrower, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, MORGAN STANLEY SENIOR...
Credit Agreement • April 6th, 2009 • Seagate Technology • Computer storage devices • New York

SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 3, 2009 (this “Agreement”), among SEAGATE TECHNOLOGY, an exempted limited liability company incorporated under the laws of the Cayman Islands (“Intermediate Holdings”), SEAGATE TECHNOLOGY HDD HOLDINGS, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “Borrower”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY RESTRICTED SHARE UNIT AGREEMENT (OUTSIDE DIRECTORS)
Restricted Share Unit Agreement • August 8th, 2013 • Seagate Technology PLC • Computer storage devices • California
SUPPLEMENT NO. 3 TO THE U.S. GUARANTEE AGREEMENT
Guarantee Agreement • August 9th, 2012 • Seagate Technology PLC • Computer storage devices

This SUPPLEMENT NO. 3 dated as of March 19, 2012 (this “Supplement”), to the U.S. Guarantee Agreement dated as of January 18, 2011 (as the same may be amended, supplemented or otherwise modified from time to time, the “U.S. Guarantee Agreement”), among SEAGATE TECHNOLOGY PUBLIC LIMITED COMPANY, an Irish company (“STX”), SEAGATE HDD CAYMAN, an exempted limited liability company organized under the laws of the Cayman Islands (the “Borrower”), each of the subsidiaries of STX from time to time party thereto (each such subsidiary individually, a “Subsidiary” and, collectively, the “Subsidiaries”; and each such Subsidiary, the Borrower and STX, individually, a “Guarantor” and, collectively, the “Guarantors”) and THE BANK OF NOVA SCOTIA, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).

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