American Public Education Inc Sample Contracts

AMERICAN PUBLIC EDUCATION, INC. 3,200,000 Shares Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 1st, 2021 • American Public Education Inc • Services-educational services • New York
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Exhibit 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the "Agreement") is made and entered in to as of the 2nd day of November, 2009, by and between American Public Education, Inc., a Delaware Corporation (the "Company") having its principal...
Consulting Agreement • December 28th, 2009 • American Public Education Inc • Services-educational services • Virginia
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INDENTURE DATED AS OF , 20 BETWEEN AMERICAN PUBLIC EDUCATION, INC., as Issuer, AND as Trustee Providing for Issuance of Debt Securities in Series
Indenture • February 11th, 2021 • American Public Education Inc • Services-educational services • New York

THIS INDENTURE, dated as of , 20 , between American Public Education, Inc., a Delaware corporation (herein called the “Company”), and , as trustee (herein called the “Trustee”).

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CREDIT AGREEMENT dated as of September 1, 2021 among AMERICAN PUBLIC EDUCATION, INC., as Borrower The Lenders and Issuing Banks From Time to Time Party Hereto and MACQUARIE CAPITAL FUNDING LLC, as Administrative Agent and as Collateral Agent MACQUARIE...
Credit Agreement • September 2nd, 2021 • American Public Education Inc • Services-educational services • Delaware

CREDIT AGREEMENT, dated as of September 1, 2021 (this “Agreement”), among AMERICAN PUBLIC EDUCATION, INC., a Delaware corporation (the “Borrower”), the LENDERS and ISSUING BANKS from time to time party hereto and MACQUARIE CAPITAL FUNDING LLC as administrative agent (the “Administrative Agent”) and Swing Line Lender (as hereinafter defined).

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Execution Version AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT No. 1 TO CREDIT AGREEMENT (this “Agreement”), dated as of June 12, 2023, between AMERICAN PUBLIC EDUCATION, INC., a Delaware corporation (the “Borrower”), the Subsidiary Loan Parties...
Credit Agreement • August 8th, 2023 • American Public Education Inc • Services-educational services • New York
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American Public Education, Inc. 4,687,500 Shares of Common Stock1 Underwriting Agreement
American Public Education Inc • November 14th, 2007 • Services-educational services • Illinois

William Blair & Company, L.L.C. As Representative of the Several Underwriters Named in Schedule A c/o William Blair & Company, L.L.C. 222 West Adams Street Chicago, Illinois 60606

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AMERICAN PUBLIC EDUCATION, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • November 12th, 2019 • American Public Education Inc • Services-educational services • West Virginia

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), entered into as of this 21st day of August, 2019 is to be effective as of the 23rd day of September, 2019 (the “Effective Date”), by and among American Public Education, Inc., a Delaware corporation (the “Company”) and Angela Selden (the “Executive”).

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COLLATERAL AGREEMENT, dated as of September 1, 2021, among AMERICAN PUBLIC EDUCATION, INC., AMERICAN PUBLIC UNIVERSITY SYSTEM, INC., NATIONAL EDUCATION SEMINARS, INC., RASMUSSEN COLLEGE, LLC, AMERICAN PUBLIC TRAINING LLC, THE OTHER GRANTORS PARTY...
Collateral Agreement • September 2nd, 2021 • American Public Education Inc • Services-educational services • New York
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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • October 11th, 2007 • American Public Education Inc • Services-educational services • West Virginia

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of October 10, 2007, and amends and restates that certain Employment Agreement dated February 5, 2007, by and among American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Harry T. Wilkins (the “Executive”).

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American Public Education, Inc. 3,806,657 Shares of Common Stock1 Underwriting Agreement
American Public Education Inc • December 12th, 2008 • Services-educational services • Illinois

Reference is made to the Underwriting Agreement dated December 9, 2008 (the “Underwriting Agreement”) relating to the sale by the Selling Stockholders, and the purchase by the several Underwriters for whom William Blair & Company, L.L.C. is acting as representative (the “Representative”), of the above Shares. All terms herein shall have the definitions contained in the Underwriting Agreement except as otherwise defined herein.

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AMERICAN PUBLIC UNIVERSITY SYSTEM, INC. AMERICAN PUBLIC EDUCATION, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • June 1st, 2016 • American Public Education Inc • Services-educational services • West Virginia

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), entered into as of this 31st day of May, 2016, amends and restates effective as of July 1, 2016 (the “Effective Date”), that certain Executive Employment Agreement entered into as of November 4, 2011, as previously amended and restated as of August 1, 2014, by and among American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Karan H. Powell (the “Executive”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 12th, 2019 • American Public Education Inc • Services-educational services • West Virginia

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”), entered into as of this 21st day of August 2019, amends and restates effective as of the date hereof (the “Effective Date”) that certain Employment Agreement dated July 14, 2004 (effective as of June 21, 2004) and amended on October 10, 2007, December 31, 2008, April 28, 2014 and May 31, 2016, by and among American Public University System, Inc., a West Virginia corporation (the “University”), American Public Education, Inc., a Delaware corporation (the “Company”) and Wallace E. Boston, Jr. (the “Executive”).

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AMERICAN PUBLIC EDUCATION, INC. 2002 STOCK INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • September 20th, 2007 • American Public Education Inc • Services-educational services

American Public Education, Inc., a Delaware corporation (the “Company”), hereby grants an option to purchase shares of its common stock, $.01 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attachment and in the Company’s 2002 Stock Incentive Plan (the “Plan”).

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AMERICAN PUBLIC EDUCATION, INC. 2007 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • October 11th, 2007 • American Public Education Inc • Services-educational services • Delaware

American Public Education, Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock, $.01 par value (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet and in the attachment (collectively, the “Agreement”) and in the American Public Education, Inc. 2007 Omnibus Incentive Plan (the “Plan”).

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COOPERATION AGREEMENT
Cooperation Agreement • March 20th, 2023 • American Public Education Inc • Services-educational services • Delaware

This Cooperation Agreement (this “Agreement”) is made and entered into as of March 20, 2023, by and among American Public Education, Inc., a Delaware corporation (the “Company”), 325 Capital LLC, a Delaware limited liability company (“325 Capital” and collectively with the other persons and entities listed on Schedule A hereto, the “Investors”), with respect to the matters set forth below. The Company and each of the Investors shall be deemed a “Party” to this Agreement, and collectively, shall be deemed the “Parties”. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in Section 11 below. In consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto, intending to be legally bound hereby, agree as follows:

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December 15, 2016 Via Electronic Delivery Carol Gilbert c/o American Public Education, Inc. Charles Town, West Virginia 25414 Dear Carol:
American Public Education Inc • December 15th, 2016 • Services-educational services • West Virginia

Thank you for your long and distinguished service to the Company and its institutions. This retirement letter agreement (this “Letter Agreement”) sets forth the terms and conditions of your retirement as the Executive Vice President, Programs and Marketing of American Public Education, Inc., a Delaware corporation (the “Company”) and of American Public University System, Inc., a West Virginia corporation and wholly owned subsidiary of the Company (“APUS”). This Letter Agreement amends and supplements the Executive Employment Agreement by and among you, APUS and the Company, dated as of August 1, 2014 (the “Employment Agreement”). Please acknowledge your agreement and acceptance of the terms of this Letter Agreement by countersigning and returning a copy of this letter to me.

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AMERICAN PUBLIC EDUCATION, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • November 9th, 2020 • American Public Education Inc • Services-educational services • West Virginia

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), entered into as of this 29TH day of June, 2020 is to be effective as of the 12TH day of August, 2020, or on such earlier date on which the parties mutually agree (the “Effective Date”), by and among American Public University System, Inc., a West Virginia corporation (the “University”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Wade T. Dyke (the “Executive”).

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November 6, 2015
American Public Education Inc • November 6th, 2015 • Services-educational services • West Virginia

Thank you for your long and distinguished service to the Company and its institutions. This retirement letter agreement (this “Letter Agreement”) sets forth the terms and conditions of your retirement as the Executive Vice President and Chief Development Officer of American Public Education, Inc., a Delaware corporation (the “Company”) and the Chief Executive Officer of National Education Seminars, Inc., an Ohio corporation and wholly owned subsidiary of the Company (“NES”), and the transition of your responsibilities in connection with such retirement. This Letter Agreement amends and supplements the Amended and Restated Employment Agreement by and between you and the Company, dated as of April 28, 2014 (the “Employment Agreement”). Please acknowledge your agreement and acceptance of the terms of this Letter Agreement by countersigning and returning a copy of this letter to me.

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AMENDMENT TO WALLACE E. BOSTON, JR. EMPLOYMENT AGREEMENT
Employment Agreement • March 10th, 2009 • American Public Education Inc • Services-educational services

THIS AMENDMENT TO THE EMPLOYMENT AGREEMENT (the “Amendment”) is made, effective as of December 31, 2008, by and between American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (“the Parent”) and Wallace E. Boston, Jr. (the “Executive”).

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT AMONG AMERICAN PUBLIC EDUCATION, INC., ABS CAPITAL PARTNERS IV, L.P., ABS CAPITAL PARTNERS IV-A, L.P., ABS CAPITAL PARTNERS IV OFFSHORE, L.P., ABS CAPITAL PARTNERS IV SPECIAL OFFSHORE, L.P., CAMDEN...
Registration Rights Agreement • September 20th, 2007 • American Public Education Inc • Services-educational services • Delaware

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement” or the “Registration Rights Agreement”) is entered into as of August 2, 2005 by and among each of the following parties: (i) American Public Education, Inc., a Delaware corporation (the “Company”) and (ii) ABS Capital Partners IV, L.P., a Delaware limited partnership, ABS Capital Partners IV-A, L.P., a Delaware limited partnership, ABS Capital Partners IV Offshore, L.P., a Cayman Islands exempt limited partnership, ABS Capital Partners IV Special Offshore, L.P., a Cayman Islands exempt limited partnership, Camden Partners Strategic Fund III, L.P., a Delaware limited partnership, and Camden Partners Strategic Fund III-A, L.P., a Delaware limited partnership (collectively, the “Investors”).

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AMERICAN PUBLIC EDUCATION, INC. AMENDMENT AND JOINDER AGREEMENT TO THE AUGUST 2, 2005, AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT AS OF OCTOBER 31, 2005
Registration Rights Agreement • September 20th, 2007 • American Public Education Inc • Services-educational services • Delaware

THIS AMENDMENT AND JOINDER AGREEMENT (this “Agreement”) is entered into as of October 31, 2005, by and among (i) American Public Education, Inc., a Delaware corporation (the “Company”) (ii) ABS Capital Partners IV, L.P., a Delaware limited partnership, ABS Capital Partners IV-A, L.P., a Delaware limited partnership, ABS Capital Partners IV Offshore, L.P., a Cayman Islands exempt limited partnership, ABS Capital Partners IV Special Offshore, L.P., a Cayman Islands exempt limited partnership, Camden Partners Strategic Fund III, L.P., a Delaware limited partnership, and Camden Partners Strategic Fund III-A, L.P., a Delaware limited partnership (collectively, the “Original Parties”), and (iii) the stockholders identified on Schedule I hereto (the “New Investors”), and amends and causes the New Investors to join that certain Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”) entered into as of August 2, 2005 by and among each of the Company and the Orig

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September 28, 2017
American Public Education Inc • September 29th, 2017 • Services-educational services • West Virginia

Thank you for your distinguished service to American Public University System, Inc. (“APUS”), a wholly owned subsidiary of American Public Education, Inc. (“Parent”). This retirement letter agreement between you, APUS and Parent (this “Letter Agreement”) sets forth the terms and conditions of your retirement as the President of APUS. This Letter Agreement amends and supplements the Amended and Restated Executive Employment Agreement by and among you, APUS and Parent, dated as of May 31, 2016 (the “Employment Agreement”). Please acknowledge your agreement and acceptance of the terms of this Letter Agreement by countersigning and returning a copy of this letter to me.

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SERIES A SENIOR PREFERRED STOCK PURCHASE AGREEMENT
Series a Senior Preferred Stock Purchase Agreement • December 28th, 2022 • American Public Education Inc • Services-educational services • New York

This Series A Senior Preferred Stock Purchase Agreement (this “Agreement”) is made as of December 28, 2022, between American Public Education, Inc., a Delaware corporation (the “Corporation”), and those persons set forth under the heading “Investors” on Schedule 1 attached hereto (collectively, the “Investors”).

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CONSULTING AGREEMENT
Consulting Agreement • February 28th, 2013 • American Public Education Inc • Services-educational services • West Virginia

THIS CONSULTING AGREEMENT (the "Agreement") is made and entered into as of the 1st day of January, 2013 (the "Effective Date"), by and between American Public University System, Inc., a West Virginia corporation (the "Company") having an address of 111 West Congress Street, Charles Town, West Virginia 25414, and Decent LLC (the "Consultant”) having an address of .

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THIRD AMENDED AND RESTATED INFORMATION TECHNOLOGY SERVICES AGREEMENT DATED AS OF OCTOBER 1, 2016 BY AND BETWEEN
Information Technology Services Agreement • November 8th, 2021 • American Public Education Inc • Services-educational services
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AMERICAN PUBLIC EDUCATION, INC. 2007 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • October 11th, 2007 • American Public Education Inc • Services-educational services • Delaware

American Public Education, Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock, $.01 par value (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet and in the attachment (collectively, the “Agreement”) and in the American Public Education, Inc. 2007 Omnibus Incentive Plan (the “Plan”).

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SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • February 28th, 2013 • American Public Education Inc • Services-educational services • Maryland

This Separation Agreement and General Release (the "Agreement") is being entered into between American Public University System (the "University") and Dale Young, the undersigned. For and in consideration of the mutual promises contained herein, and for other good and sufficient consideration, receipt of which is hereby acknowledged, the University and I (sometimes hereafter referred to as the "Parties") agree as follows:

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AMERICAN PUBLIC EDUCATION, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 26th, 2007 • American Public Education Inc • Services-educational services • Delaware

This Indemnification Agreement (“Agreement”) is effective as of ____________, 200___ by and between American Public Education, Inc., a Delaware corporation (“APEI”), and _______________ (“Indemnified Person”).

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September 28, 2017 Via Hand Delivery Karan H. Powell c/o American Public University System, Inc. Charles Town, West Virginia 25414 Dear Karan:
American Public Education Inc • November 7th, 2017 • Services-educational services • West Virginia

Thank you for your distinguished service to American Public University System, Inc. (“APUS”), a wholly owned subsidiary of American Public Education, Inc. (“ Parent ”). This retirement letter agreement between you, APUS and Parent (this “ Letter Agreement ”) sets forth the terms and conditions of your retirement as the President of APUS. This Letter Agreement amends and supplements the Amended and Restated Executive Employment Agreement by and among you, APUS and Parent, dated as of May 31, 2016 (the “ Employment Agreement ”). Please acknowledge your agreement and acceptance of the terms of this Letter Agreement by countersigning and returning a copy of this letter to me.

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AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 10th, 2020 • American Public Education Inc • Services-educational services

THIS AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Amendment") is entered into as of this 30th day of June 2020, by and among American Public University System, Inc., a West Virginia corporation (the "University"), American Public Education, Inc., a Delaware corporation (the "Company") and Wallace E. Boston, Jr. (the "Executive").

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AMERICAN PUBLIC UNIVERSITY SYSTEM, INC. AMERICAN PUBLIC EDUCATION, INC. EXECUTIVE EMPLOYMENT AGREEMENT
American Public University • August 5th, 2014 • American Public Education Inc • Services-educational services • West Virginia

THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), entered into as of this 1st day of August, 2014, by and among American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Carol Gilbert (the “Executive”).

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AMERICAN MILITARY UNIVERSITY, INC. 2002 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • September 20th, 2007 • American Public Education Inc • Services-educational services • Virginia

American Military University, Inc., a Virginia corporation (the “Company”), hereby grants an option to purchase shares of its common stock, $.01 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attachment and in the Company’s 2002 Stock Incentive Plan (the “Plan”).

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AMERICAN PUBLIC UNIVERSITY SYSTEM, INC. AMERICAN PUBLIC EDUCATION, INC. EXECUTIVE EMPLOYMENT AGREEMENT
American Public University • February 28th, 2012 • American Public Education Inc • Services-educational services • West Virginia

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 4th day of November, 2011, by and between American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Karan Powell (the “Executive”).

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AMERICAN PUBLIC EDUCATION, INC. AMERICAN PUBLIC UNIVERSITY SYSTEM, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • November 5th, 2009 • American Public Education Inc • Services-educational services • West Virginia

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 24th day of August, 2009, by and between American Public University System, Inc., a West Virginia corporation (the “Company”), American Public Education, Inc., a Delaware corporation (the “Parent”) and Sharon van Wyk (the “Executive”).

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AMERICAN PUBLIC EDUCATION, INC. 2007 OMNIBUS INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • October 11th, 2007 • American Public Education Inc • Services-educational services

American Public Education, Inc., a Delaware corporation (the “Company”), hereby grants an option to purchase shares of its common stock, $.01 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attachment, and in the American Public Education, Inc. 2007 Omnibus Incentive Plan (the “Plan”).

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