Hewlett Packard Enterprise CompanyHewlett Packard Enterprise Co • December 15th, 2017 • Computer & office equipment • New York
Underwriting AgreementHewlett Packard Enterprise Co • March 8th, 2023 • Wholesale-computers & peripheral equipment & software • New York
Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $1,300,000,000 principal amount of its 5.900% Notes due 2024 (the “2024 Notes”) and $400,000,000 principal amount of its 6.102% Notes due 2026 (the “2026 Notes” and, together with the 2024 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture, dated as of October 9, 2015 (the “Original Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by one or more supplemental indentures thereto to be dated as of the Closing Date (as defined below) (the “Supplemental Indentures” and, together with the Original Indenture, the “Indenture”), between the Company and the Trustee.
AGREEMENT AND PLAN OF MERGER by and among Hewlett Packard Enterprise Company, a Delaware corporation, Santorini Merger Sub, Inc., a Delaware corporation, Silver Peak Systems, Inc., a Delaware corporation, Fortis Advisors LLC as the Stockholders’...Agreement and Plan of Merger • July 13th, 2020 • Hewlett Packard Enterprise Co • Wholesale-computers & peripheral equipment & software • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of July 11, 2020 (the “Agreement Date”), by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Acquirer”), Santorini Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Acquirer (“Merger Sub”), Silver Peak Systems, Inc., a Delaware corporation (the “Company”), Fortis Advisors LLC, a Delaware limited liability company, as the stockholders’ agent (the “Stockholders’ Agent”) and, solely for purposes of Sections 1.6, 5.9 and 5.20, Article IX, and related provisions, David Hughes (the “Holdback Participant”). Certain other capitalized terms used herein are defined in Exhibit A.
AGREEMENT AND PLAN OF MERGER dated as of January 9, 2024 amongAgreement and Plan of Merger • January 10th, 2024 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of January 9, 2024, among Juniper Networks, Inc., a Delaware corporation (the “Company”), Hewlett Packard Enterprise Company, a Delaware corporation (“Parent”), and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Subsidiary”).
GRANT AGREEMENTGrant Agreement • March 10th, 2016 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
THIS GRANT AGREEMENT, as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware Corporation (“Company”), and the employee named above (“Employee”), is entered into as follows:
HEWLETT PACKARD ENTERPRISE COMPANY, as the Company, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as the Trustee EIGHTH SUPPLEMENTAL INDENTURE DATED AS OF OCTOBER 9, 2015 to INDENTURE DATED AS OF OCTOBER 9, 2015 Relating to $350,000,000 of...Hewlett Packard Enterprise Co • October 13th, 2015 • Computer & office equipment • New York
EIGHTH SUPPLEMENTAL INDENTURE, dated as of October 9, 2015 (this “Eighth Supplemental Indenture”), between Hewlett Packard Enterprise Company (the “Company”), a Delaware corporation and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), to the Base Indenture (as defined below).
Underwriting AgreementUnderwriting Agreement • June 7th, 2023 • Hewlett Packard Enterprise Co • Wholesale-computers & peripheral equipment & software • New York
Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $250,000,000 principal amount of its 5.900% Notes due 2024 (the “2024 Notes”) and $550,000,000 principal amount of its 5.250% Notes due 2028 (the “2028 Notes” and, together with the 2024 Notes, the “Securities”). The 2024 Notes will be issued pursuant to an Indenture, dated as of October 9, 2015 (the “Original Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Nineteenth Supplemental Indenture (as defined below), and the 2028 Notes will be issued pursuant to the Original Indenture, as supplemented by a supplemental indenture to be dated as of the Closing Date (as defined below) (the “New Supplemental Indenture” and, together with the Original Indenture and
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 13th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • New York
This REGISTRATION RIGHTS AGREEMENT dated October 9, 2015, (this “Agreement”) is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), Hewlett-Packard Company, a Delaware corporation (the “Initial Guarantor”), and Citigroup Global Markets Inc., Goldman, Sachs & Co. and J.P. Morgan Securities LLC (the “Representatives”), as representatives of the initial purchasers listed on Schedule 1 (the “Initial Purchasers”) to the Purchase Agreement dated as of September 30, 2015 among the Company, the Initial Guarantor and the Representatives (the “Purchase Agreement”).
GRANT AGREEMENTGrant Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
THIS GRANT AGREEMENT, as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware corporation (“Company”), and the employee named above (“Employee”), is entered into as follows:
GRANT AGREEMENTGrant Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
THIS PERFORMANCE-ADJUSTED RESTRICTED STOCK UNITS GRANT AGREEMENT (this “Grant Agreement”), as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware Corporation (“Company”), and the employee named above (“Employee”), is entered into as follows:
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 1st, 2017 • Hewlett Packard Enterprise Co • Computer & office equipment
This TRANSITION SERVICES AGREEMENT, dated as of September 1, 2017 (this “Agreement”), is by and between Hewlett Packard Enterprise Company, a Delaware corporation (“Houston”), and Seattle SpinCo, Inc., a Delaware corporation (“Seattle”). Houston and Seattle are sometimes collectively referred to as the “Parties” and each is individually referred to as a “Party.” Unless otherwise defined in this Agreement, all capitalized terms used in this Agreement shall have the meaning set forth in the Separation and Distribution Agreement, dated as of September 7, 2016, by and between the Parties (as amended, modified or supplemented from time to time in accordance with its terms, the “Separation Agreement”).
HEWLETT PACKARD ENTERPRISE COMPANY, as the Company, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as the Trustee EIGHTEENTH SUPPLEMENTAL INDENTURE DATED AS OF JULY 17, 2020 to INDENTURE DATED AS OF OCTOBER 9, 2015 Relating to $750,000,000 of...Hewlett Packard Enterprise Co • July 17th, 2020 • Wholesale-computers & peripheral equipment & software • New York
EIGHTEENTH SUPPLEMENTAL INDENTURE, dated as of July 17, 2020 (this “Eighteenth Supplemental Indenture”), between Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), to the Base Indenture (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This TRANSITION SERVICES AGREEMENT, dated as of November 1, 2015 and effective as of the Distribution Date (this “Agreement”), is by and between Hewlett-Packard Company, a Delaware corporation (“HP” or “HPI”), and Hewlett Packard Enterprise Company, a Delaware corporation (“Enterprise” or “HPE”). HP and Enterprise are sometimes collectively referred to as the “Parties” and each is individually referred to as a “Party.” Unless otherwise defined in this Agreement, all capitalized terms used in this Agreement shall have the meaning set forth in the Separation and Distribution Agreement, dated as of the date hereof, by and between the Parties and other parties named therein (as amended, modified or supplemented from time to time in accordance with its terms, the “Separation Agreement”).
MASTER COMMERCIAL AGREEMENT between HEWLETT-PACKARD COMPANY and HEWLETT PACKARD ENTERPRISE COMPANY Dated: November 1, 2015Master Commercial Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This MASTER COMMERCIAL AGREEMENT is entered into as of November 1, 2015 (the “Effective Date”) by and between Hewlett-Packard Company, a Delaware corporation, having a place of business at 1501 Page Mill Road, Palo Alto, California 94304 (“HPI”), and Hewlett Packard Enterprise Company, a Delaware corporation, having a place of business at 3000 Hanover Street, Palo Alto, California 94304 (“HPE”). HPI and HPE are sometimes collectively referred to as the “Parties” and each is individually referred to as a “Party.”
TAX MATTERS AGREEMENT BY AND AMONG HEWLETT PACKARD ENTERPRISE COMPANY, SEATTLE SPINCO, INC., AND MICRO FOCUS INTERNATIONAL PLC SEPTEMBER 1, 2017Tax Matters Agreement • September 1st, 2017 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Houston”), Seattle SpinCo, Inc., a Delaware corporation and wholly owned subsidiary of Houston (“Seattle,” and together with Houston, the “Companies,” and each a “Company”), and Micro Focus International plc, a company organized under the laws of England and Wales (“Miami,” and together with Houston and Seattle, the “Parties,” and each a “Party”).
EMPLOYEE MATTERS AGREEMENT by and between HELWETT-PACKARD COMPANY and HEWLETT PACKARD ENTERPRISE COMPANY Dated as of October 31, 2015Employee Matters Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment
This Employee Matters Agreement (this “Agreement”), dated as of October 31, 2015, with effect as of the Effective Time, is entered into by and between Hewlett-Packard Company, a Delaware corporation (“HP”), and Hewlett Packard Enterprise Company, a Delaware corporation (“Enterprise,” and together with HP, the “Parties”).
REAL ESTATE MATTERS AGREEMENTReal Estate Matters Agreement • September 1st, 2017 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This Real Estate Matters Agreement (this “Agreement”) is entered into on September 1, 2017, by and between HEWLETT PACKARD ENTERPRISE COMPANY, a Delaware corporation (“Houston”) and SEATTLE SPINCO, INC., a Delaware corporation (“Seattle”).
TAX MATTERS AGREEMENT BY AND BETWEEN HEWLETT-PACKARD COMPANY AND HEWLETT PACKARD ENTERPRISE COMPANYTax Matters Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into by and between Hewlett-Packard Company, a Delaware corporation (“HP”), and Hewlett Packard Enterprise Company, a Delaware corporation and wholly owned subsidiary of HP (“Enterprise”) (HP and Enterprise are sometimes collectively referred to herein as the “Companies” and, as the context requires, individually referred to herein as the “Company”).
AGREEMENT AND PLAN OF MERGER by and among HEWLETT PACKARD ENTERPRISE COMPANY, NEBRASKA MERGER SUB, INC. and NIMBLE STORAGE, INC. dated as of March 6, 2017Agreement and Plan of Merger • March 7th, 2017 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 6, 2017, is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Parent”), Nebraska Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Nimble Storage, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company is referred to herein as a “Party” and together as the “Parties”. Capitalized terms used and not otherwise defined in this Agreement (including Annex I) have the meanings set forth in Article X.
REAL ESTATE MATTERS AGREEMENTReal Estate Matters Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This Real Estate Matters Agreement (this “Agreement”) is entered into on October 31, 2015, 2015, by and between Hewlett-Packard Company, a Delaware corporation (“HP”), and Hewlett Packard Enterprise Company, a Delaware corporation (“Enterprise”).
HEWLETT PACKARD ENTERPRISE COMPANYHewlett Packard Enterprise Co • July 17th, 2020 • Wholesale-computers & peripheral equipment & software • New York
Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $1,000,000,000 principal amount of its 1.450% Notes due 2024 (the “2024 Notes”) and $750,000,000 principal amount of its 1.750% Notes due 2026 (the “2026 Notes” and, together with the 2024 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture, dated as of October 9, 2015 (the “Original Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by one or more supplemental indentures thereto to be dated as of the Closing Date (as defined below) (the “Supplemental Indentures” and, together with the Original Indenture, the “Indenture”), between the Company and the Trustee.
SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG HEWLETT-PACKARD COMPANY, HEWLETT PACKARD ENTERPRISE COMPANY AND THE OTHER PARTIES HERETO OCTOBER 31, 2015Separation and Distribution Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of October 31, 2015 (this “Agreement”), is by and among Hewlett-Packard Company, a Delaware corporation (“HP”); Hewlett Packard Enterprise Company, a Delaware corporation (“Enterprise”); solely for purposes of Section 6.3(b) and Section 6.7(c), Hewlett-Packard Bermuda Enterprises LP, a Bermuda limited partnership and wholly owned subsidiary of HP (“BLP 1 D5”), and Phoenix Holding LP, a Bermuda limited partnership and wholly owned subsidiary of HP (“Inc BLP C5”); and solely for purposes of Schedule 2.13(d)(iii) and (iv), Section 6.3(c) and Section 6.7(c), Hewlett-Packard Munich B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands and wholly owned subsidiary of HP (“Munich D2/D6”), and Gatriam Holding B.V., a besloten vennootschap met beperkte aansprakelijkheid organized under the laws of the Netherlands and wholly owned subsidiary of HP (“E Munich C6”). Certain terms used in this Agr
GRANT AGREEMENT [U.S. RSU Agreement]Grant Agreement • September 4th, 2018 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
THIS GRANT AGREEMENT, as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware Corporation (“Company”), and the employee named above (“Employee”), is entered into as follows:
PERFORMANCE-ADJUSTED RESTRICTED STOCK UNITS GRANT AGREEMENTGrant Agreement • December 22nd, 2023 • Hewlett Packard Enterprise Co • Computer & office equipment • Texas
THIS PERFORMANCE-ADJUSTED RESTRICTED STOCK UNITS GRANT AGREEMENT (this “Grant Agreement”), as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), and the Employee named above (the “Team Member”), is entered into as follows:
INFORMATION TECHNOLOGY SERVICE AGREEMENT between HEWLETT-PACKARD COMPANY and HP ENTERPRISE SERVICES, LLC Dated: November 1, 2015Information Technology Service Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • California
This INFORMATION TECHNOLOGY SERVICE AGREEMENT (this “Agreement”) is entered into as of November 1, 2015 (the “Effective Date”) by and between Hewlett-Packard Company, a Delaware corporation, having a place of business at 1501 Page Mill Road, Palo Alto, California 94304 (to be renamed as HP Inc., “HPI”), and HP Enterprise Services, LLC, a Delaware limited liability company, having a place of business at 3000 Hanover Street, Palo Alto, California 94304 (“HPES”). As used in this Agreement, “Party” means either HPI or HPES, as appropriate, and “Parties” means HPI and HPES, collectively.
FIVE-YEAR CREDIT AGREEMENT dated as of November 1, 2015 among HEWLETT PACKARD ENTERPRISE COMPANY, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Processing Agent and Co-Administrative Agent and CITIBANK, N.A., as...Assignment and Assumption • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • New York
CREDIT AGREEMENT dated as of November 1, 2015 (the “Agreement”), among HEWLETT PACKARD ENTERPRISE COMPANY, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Processing Agent and Co-Administrative Agent, and CITIBANK, N.A., as Co-Administrative Agent.
GLOBAL GRANT AGREEMENT [RSU Agreement for FPR]Grant Agreement • December 22nd, 2023 • Hewlett Packard Enterprise Co • Computer & office equipment • Texas
THIS GLOBAL GRANT AGREEMENT, including any special terms and conditions set forth in Appendices A and B attached hereto (collectively the “Grant Agreement”), as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware corporation (“Company” or “HPE”), and the Employee named above (“Team Member”), is entered into as follows:
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • March 7th, 2017 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of March 6, 2017, is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Parent”), Nebraska Merger Sub, Inc. a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and each of the persons set forth on Schedule A hereto (each, a “Stockholder”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
Name: Fld_NAME_AC Employee ID: Fld_EMPLID Grant Date: expGRANT_DATE Grant ID: Fld_GRANT_NBR Grant Price: $ fld_NAME1_AC Amount: 0 Plan: Fld_DESCR Vesting Schedule: Fld_HTMLAREA1Hewlett Packard Enterprise Co • November 5th, 2015 • Computer & office equipment • Delaware
THIS GRANT AGREEMENT, as of the Grant Date noted above between Hewlett Packard Enterprise Company, a Delaware corporation (“Company”), and the employee named above (“Employee”), is entered into as follows:
Hewlett Packard Enterprise Company, as the Company, and THE Bank of New York Mellon Trust Company, N.A., as the Trustee TWENTIETH SUPPLEMENTAL INDENTURE DATED AS OF MARCH 21, 2023 to INDENTURE DATED AS OF OCTOBER 9, 2015 Relating toTwentieth Supplemental Indenture • March 21st, 2023 • Hewlett Packard Enterprise Co • Wholesale-computers & peripheral equipment & software • New York
TWENTIETH SUPPLEMENTAL INDENTURE, dated as of March 21, 2023 (this “Twentieth Supplemental Indenture”), between Hewlett Packard Enterprise Company, a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), to the Base Indenture (as defined below).
ESPP ENROLLMENT FORM HEWLETT PACKARD ENTERPRISE COMPANYEmployee Stock Purchase Plan • September 28th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment
To purchase shares of Hewlett Packard Enterprise Company (the “Company”) common stock (the “Common Stock”) pursuant to the Hewlett Packard Enterprise Company 2015 Employee Stock Purchase Plan (the “ESPP”), you must accept the terms and conditions of the ESPP plan document and this Enrollment and Payroll Deduction Authorization Agreement (“Enrollment Agreement”), copies of which can be found on the ESPP website. Capitalized terms used by not otherwise defined herein shall have the meaning assigned to such terms in the ESPP.
GRANT AGREEMENTGrant Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment
THIS GRANT AGREEMENT, as of the Grant Date set forth above between HEWLETT PACKARD ENTERPRISE COMPANY, a Delaware corporation (the “Company”), and the Director named above, is entered into as follows:
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 7, 2016 by and among HEWLETT PACKARD ENTERPRISE COMPANY, SEATTLE SPINCO, INC., MICRO FOCUS INTERNATIONAL PLC, SEATTLE HOLDINGS, INC. and SEATTLE MERGERSUB, INC.Agreement and Plan of Merger • September 7th, 2016 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 7, 2016, is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Houston”), Seattle SpinCo, Inc., a Delaware corporation and wholly owned Subsidiary of Houston (“Seattle”), Micro Focus International plc, a company organized under the laws of England and Wales (“Miami”), Seattle Holdings, Inc., a Delaware corporation and newly formed direct wholly owned Subsidiary of Miami (“Intermediate Holdco”), and Seattle MergerSub, Inc., a Delaware corporation and newly formed direct wholly owned Subsidiary of Intermediate Holdco (“Merger Sub”). Each of the foregoing parties is referred to herein as a “Party” and collectively as the “Parties.”
FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGERThe Agreement and Plan of Merger • November 2nd, 2016 • Hewlett Packard Enterprise Co • Computer & office equipment
This FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER, dated as of November 2, 2016 (this “Amendment”), is entered into by and among Hewlett Packard Enterprise Company, a Delaware corporation (“Houston”), Everett SpinCo, Inc., a Delaware corporation and wholly owned Subsidiary of Houston (“Everett”), New Everett Merger Sub Inc., a Nevada corporation and wholly owned subsidiary of Everett (“New Merger Sub”), Computer Sciences Corporation, a Nevada corporation (“Chicago”), and Everett Merger Sub Inc., a Delaware corporation and wholly owned Subsidiary of Chicago (“Old Merger Sub”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Original Agreement (as defined below).
GRANT AGREEMENTGrant Agreement • November 5th, 2015 • Hewlett Packard Enterprise Co • Computer & office equipment • Delaware
THIS GRANT AGREEMENT, as of the Grant Date set forth above between HEWLETT PACKARD ENTERPRISE COMPANY, a Delaware corporation (the “Company”), and the Director named above, is entered into as follows:
