RECITALSExecutive Employment Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
EXHIBIT 10.11 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT ("Amendment") effective as of October 15, 2004 (the "Effective Date") by and among CALAMOS HOLDINGS, INC., a Delaware corporation (the "Company"), and the purchasers...Note Purchase Agreement • October 26th, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • New York
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of November 2, 2004 (this "Agreement"), by and among Calamos Asset Management, Inc., a Delaware corporation ("CAM"), Calamos Family Partners, Inc., a Delaware...Registration Rights Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
FORM OF EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • October 1st, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
EXHIBIT 4.4 FORM OF REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of [__], 2004 (this "Agreement"), by and among Calamos Asset Management, Inc., a Delaware corporation ("CAM"), Calamos Family Partners, Inc., a Delaware...Registration Rights Agreement • October 1st, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
AmongStockholders' Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
Exhibit 1.1 Calamos Asset Management, Inc. 18,000,000 Shares plus an option to purchase from the Company up to 2,700,000 additional Securities to cover over- allotments Class A Common Stock ($0.01 par value) Underwriting AgreementCalamos Asset Management, Inc. /DE/ • October 26th, 2004 • Security brokers, dealers & flotation companies • New York
EXHIBIT 10.12Management Services Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
ARTICLE I DEFINITIONSTax Indemnification Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
ARTICLE I DEFINITIONSTax Indemnity Agreement • October 1st, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
Exhibit 10.4 FORM OF CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this "Agreement") is made as of [__], 2004, by and among Calamos Family Partners, Inc., a Delaware corporation ("CFP") and Calamos Holdings LLC, a Delaware limited liability...Form of Contribution Agreement • October 1st, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CALAMOS HOLDINGS LLC Effective as of February 9, 2010Limited Liability Company Agreement • March 9th, 2010 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Calamos Holdings LLC, a Delaware limited liability company (the “Company”), is made and entered into, effective as of February 9, 2010, by and among Calamos Family Partners, Inc., a Delaware corporation (f/k/a Calamos Holdings Inc., “CFP”), John P. Calamos, Sr. and Calamos Asset Management, Inc., a Delaware corporation (“CAM”).
EXHIBIT 10.9 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this "Agreement") is made as of October 15, 2004, by and among Calamos Family Partners, Inc. (f/k/a Calamos Holdings, Inc.), a Delaware corporation ("CFP") and Calamos Holdings LLC, a...Contribution Agreement • December 3rd, 2004 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 7th, 2008 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of February 15, 2007 (the “Effective Date”), by and among Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Advisors LLC, a Delaware limited liability company (“Advisors”) and wholly-owned subsidiary of its sole managing member, Calamos Holdings LLC (“Holdings”) (together with each of its successors and assigns permitted under this Agreement sometimes referred to herein as the "Company”), and James F. Baka (“Executive”).
AMENDMENT TO FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CALAMOS INVESTMENTS LLCLimited Liability Company Agreement • August 8th, 2016 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
This Amendment to Fourth Amended and Restated Limited Liability Company Agreement (this “Amendment”) of Calamos Investments LLC, a Delaware limited liability company (f/k/a Calamos Holdings LLC) (the “Company”) is entered into this 26th day of July, 2016 by and among the Company, Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Family Partners, Inc., a Delaware corporation (“CFP”), and John P. Calamos, Sr., an individual (“Mr. Calamos”).
AGREEMENT AND PLAN OF MERGER by and amongAgreement and Plan of Merger • January 12th, 2017 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of January 10, 2017 (this “Agreement”), by and among Calamos Partners LLC, a Delaware limited liability company (“Parent”), CPCM Acquisition, Inc., a Delaware corporation (“Acquisition Sub” and, together with Parent, “Purchasers”), and Calamos Asset Management, Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT OF NICK P. CALAMOSCalamos Asset Management, Inc. /DE/ • August 9th, 2007 • Security brokers, dealers & flotation companies • Illinois
AMENDMENT NO. 1, dated as of June 1, 2007 (“Amendment No. 1”), to the Executive Employment Agreement of Nick P. Calamos dated as of October 26, 2004 (the “Agreement”), by and among Calamos Asset Management, Inc., a Delaware Corporation, Calamos Advisors LLC., a Delaware Limited Liability Company, and Nick P. Calamos, an individual.
June 17, 2016 Via Email (nbhatt@calamos.com) Mr. Nimish S. Bhatt Naperville, IL 60564 Dear Nimish:Letter Agreement • August 8th, 2016 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
This letter agreement (“Agreement”) outlines the terms related to your voluntary resignation of employment from Calamos Advisor LLC and its affiliates (“Company”). This Agreement, that certain side letter of even date (“Side Letter”) amending the Confidentiality and Restrictive Covenants Agreement signed by you on April 21, 2015 (“CRCA”), and a special payment to you of $50,000 (“Special Payment”) are contingent upon you executing and not revoking this Agreement, the Side Letter as well as the attached General Release.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 6th, 2012 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of August 31, 2012 (the “Effective Date”), by and between Calamos Advisors, LLC, a Delaware limited liability company (“Advisors”) (together with its successors and assigns permitted under this Agreement, shall be referred herein as the “Company”), and Gary D. Black (“Executive”).
Calamos Holdings LLC $197,000,000 6.33% Senior Notes, Series A, due July 15, 2014 $85,000,000 6.52% Senior Notes, Series B, due July 15, 2017 $93,000,000 6.67% Senior Notes, Series C, due July 15, 2019 Note Purchase Agreement Dated July 13, 2007Calamos Asset Management, Inc. /DE/ • July 18th, 2007 • Security brokers, dealers & flotation companies • New York
June 17, 2016 Via Email (nbhatt@calamos.com)Calamos Asset Management, Inc. /DE/ • August 8th, 2016 • Security brokers, dealers & flotation companies
EXHIBIT 99.2 DESCRIPTION OF STOCKHOLDERS' AGREEMENT AMONG JOHN P. CALAMOS, NICK P. CALAMOS AND JOHN P. CALAMOS, JR., CERTAIN TRUSTS CONTROLLED BY THEM, CALAMOS FAMILY PARTNERS, INC. AND THE COMPANY. STOCKHOLDERS' AGREEMENT In connection with this...Calamos Asset Management, Inc. /DE/ • November 2nd, 2004 • Security brokers, dealers & flotation companies
DESCRIPTION OF STOCKHOLDERS' AGREEMENT AMONG JOHN P. CALAMOS, NICK P. CALAMOS AND JOHN P. CALAMOS, JR., CERTAIN TRUSTS CONTROLLED BY THEM, CALAMOS FAMILY PARTNERS, INC. AND THE COMPANY.
AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT OF PATRICK H. DUDASIKCalamos Asset Management, Inc. /DE/ • August 9th, 2007 • Security brokers, dealers & flotation companies • Illinois
AMENDMENT NO. 1, dated as of June 1, 2007 (“Amendment No. 1”), to the Executive Employment Agreement of Patrick H. Dudasik dated as of October 26, 2004 (the “Agreement”), by and among Calamos Asset Management, Inc., a Delaware Corporation, Calamos Advisors LLC., a Delaware Limited Liability Company, and Patrick H. Dudasik, an individual.
August 29, 2013Calamos Asset Management, Inc. /DE/ • November 4th, 2013 • Security brokers, dealers & flotation companies • Illinois
This letter agreement outlines the terms and conditions related to the termination of your employment from the Company (for purposes of this letter agreement, “Company” shall mean Calamos Asset Management, Inc., Calamos Investments LLC, Calamos Advisors LLC and each of their respective subsidiaries and “affiliated persons” as defined under Section 2(a)(3) of the Investment Company Act of 1940, as amended). You acknowledge and agree that your receipt of the Special Payments described below, are in consideration of, and are contingent upon, your agreements and covenants and your compliance with your obligations set forth herein, and with your executing and not revoking this letter agreement as well as the attached General Release.
AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CALAMOS HOLDINGS LLCLimited Liability Company Agreement • March 13th, 2006 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
AMENDMENT NO. 1, dated as of December 6, 2004 (“Amendment No. 1”), to the Second Amended and Restated Limited Liability Company Agreement of Calamos Holdings LLC dated as of November 2, 2004 (the “Limited Liability Company Agreement”), by and among Calamos Asset Management, Inc., a Delaware Corporation, Calamos Family Partners, Inc., a Delaware Corporation, and John P. Calamos, Sr., an individual.
CONFIDENTIALITY AND RESTRICTIVE COVENANTS AGREEMENTConfidentiality and Restrictive Covenants Agreement • August 8th, 2016 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
This Agreement is made by and between John S. Koudounis (“Employee”) and Calamos Advisors LLC, Calamos Wealth Management LLC, Calamos Financial Services LLC, Calamos Investments LLC, and Calamos Asset Management, Inc. (each of the foregoing, together with their respective subsidiaries and affiliates, excluding CFP and CPH (each as defined below), are individually and collectively referred to herein as the “Company”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 8th, 2016 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of April 4, 2016, by and among Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Advisors LLC, a Delaware limited liability company (“Advisors”) and wholly owned subsidiary of its sole managing member, Calamos Investments LLC (“CILLC”), and CILLC (together with each of their respective successors and assigns permitted under this Agreement sometimes referred to herein as the “Company”), and John S. Koudounis (the “Executive”).
AMENDMENT NUMBER 1 TO MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • August 12th, 2005 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
Amendment Number 1 to Management Services Agreement (“Amendment”) dated as of April 29, 2005 (“Effective Date”) by and between Calamos Asset Management, Inc., a Delaware corporation (“CAM”), and Calamos Family Partners, Inc., a Delaware corporation (“CFP”).
OMNIBUS AMENDMENT RELATING TO CODE SECTION 409ACalamos Asset Management, Inc. /DE/ • March 13th, 2009 • Security brokers, dealers & flotation companies
This Omnibus Amendment is duly made and entered into as of the 22nd day of December, 2008, and effective January 1, 2009, by and among Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Advisors LLC, a Delaware limited liability company (“Advisors”) and wholly owned subsidiary of its sole managing member, Calamos Holdings LLC (“Holdings”) (together with each of its successors and assigns permitted under this Agreement sometimes referred to herein as the “Company”) and amends each and every Compensation Agreement as defined below.
SUBLEASE AGREEMENTSublease Agreement • January 19th, 2017 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
This Sublease Agreement (“Sublease”) is made and entered into as of the 1st day of January, 2011 (“Effective Date”) between Calamos Holdings LLC, a Delaware limited liability company (the “Sublessor”), and Primacy Business Center LLC, a Delaware limited liability company (the “Subtenant”).
AMENDMENT NO. 2 TO THE EXECUTIVE EMPLOYMENT AGREEMENT OF NICK P. CALAMOSCalamos Asset Management, Inc. /DE/ • August 27th, 2012 • Security brokers, dealers & flotation companies • Illinois
THIS AMENDMENT NO. 2 (“Amendment No. 2”) to the Executive Employment Agreement of Nick P. Calamos dated as of October 26, 2004, as amended (“Agreement”) is entered into as of August 21, 2012 (“Date of Amendment No. 2”), by and among Calamos Asset Management, Inc., a Delaware Corporation, Calamos Advisors LLC., a Delaware Limited Liability Company, and Nick P. Calamos, an individual.
AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT OF JAMES S. HAMMAN, JR.Calamos Asset Management, Inc. /DE/ • August 9th, 2007 • Security brokers, dealers & flotation companies • Illinois
AMENDMENT NO. 1, dated as of June 1, 2007 (“Amendment No. 1”), to the Executive Employment Agreement of James S. Hamman, Jr. dated as of October 26, 2004 (the “Agreement”), by and among Calamos Asset Management, Inc., a Delaware Corporation, Calamos Advisors LLC., a Delaware Limited Liability Company, and James S. Hamman, Jr., an individual.
SEPARATION, RELEASE AND NONCOMPETITION AGREEMENTSeparation, Release and Noncompetition Agreement • December 4th, 2013 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Delaware
THIS SEPARATION, RELEASE AND NONCOMPETITION AGREEMENT (the “Agreement”) is entered into as of November 27, 2013, by and among Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Advisors LLC, a Delaware limited liability company (“Advisors”) and wholly owned subsidiary of its sole managing member, Calamos Investments LLC (“CILLC”), Calamos Family Partners, Inc. (“CFP”), Calamos Property Holdings LLC (“CPH”), John P. Calamos, Sr. (“Buyer”) and John P. Calamos, Jr. (“JPC Jr.”), on the one hand, and Nick P. Calamos (“Executive”), on the other hand. CAM, CILLC and Advisors, together with each of their successors and assigns permitted under this Agreement are referred to herein as the “Company.”
TRANSITION AGREEMENTTransition Agreement • November 8th, 2007 • Calamos Asset Management, Inc. /DE/ • Security brokers, dealers & flotation companies • Illinois
THIS TRANSITION AGREEMENT (the “Agreement”) is entered into as of September 5, 2007 (the “Effective Date”), by and among Calamos Asset Management, Inc., a Delaware corporation (“CAM”), Calamos Advisors LLC, a Delaware limited liability company (“Advisors”) and wholly-owned subsidiary of its sole managing member, Calamos Holdings LLC (“Holdings”) (together with each of its successors and assigns permitted under this Agreement sometimes referred to herein as the “Company”), and James S. Hamman, Jr. (“Executive”).
