Electro Rent Corp Sample Contracts

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AGREEMENT AND PLAN OF MERGER BY AND AMONG ELECOR INTERMEDIATE HOLDING II CORPORATION ELECOR MERGER CORPORATION AND ELECTRO RENT CORPORATION MAY 27, 2016
Agreement and Plan of Merger • May 31st, 2016 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 27, 2016 (the “Agreement Date”), by and among Elecor Intermediate Holding II Corporation, a Delaware corporation (“Parent”), Elecor Merger Corporation, a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Electro Rent Corporation, a California corporation (the “Company”).

ELECTRO RENT CORPORATION AMENDMENT NO. 1 TO STOCK UNIT AWARD AGREEMENT(S) FOR NON-EMPLOYEE DIRECTORS
Stock Unit Award Agreement • August 12th, 2014 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS AMENDMENT NO. 1 TO STOCK UNIT AWARD AGREEMENT(S) FOR NON-EMPLOYEE DIRECTORS (this “Amendment”) is entered into as of [__________] by and between [___________] (“Grantee”) and Electro Rent Corporation, a California corporation (“Electro Rent”).

VOTING AGREEMENT
Voting Agreement • May 31st, 2016 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

This VOTING AGREEMENT (this “Agreement”), dated as of May 27, 2016, is entered into by and among the persons listed on Schedule I hereto (each a “Stockholder” and collectively, the “Stockholders”), Elecor Intermediate Holding II Corporation, a Delaware corporation (“Parent”).

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONG ELECOR INTERMEDIATE HOLDING II CORPORATION ELECOR MERGER CORPORATION AND ELECTRO RENT CORPORATION JUNE 23, 2016
Agreement and Plan of Merger • June 24th, 2016 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

This Amended and Restated Agreement and Plan of Merger (this “Agreement”) is made and entered into as of June 23, 2016 (the “Agreement Date”), by and among Elecor Intermediate Holding II Corporation, a Delaware corporation (“Parent”), Elecor Merger Corporation, a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Electro Rent Corporation, a California corporation (the “Company”).

INDEPENDENT CONTRACTOR AGREEMENT
Independent Contractor Agreement • September 3rd, 2015 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

Contract made September 01, 2015, between Electro Rent Corporation of 6060 Sepulveda Blvd, Van Nuys, Los Angeles, California, here referred to as “Company”, and Craig Jones of 2021 Jamestown Way, Oxnard, California, here referred to as “Contractor”.

FOURTH AMENDMENT TO COMMERCIAL CREDIT AGREEMENT
Commercial Credit Agreement • September 30th, 2011 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS FOURTH AMENDMENT TO COMMERCIAL CREDIT AGREEMENT ("Fourth Amendment"), dated as of September 28, 2011, is made and entered into by and between ELECTRO RENT CORPORATION, a California corporation ("Borrower"), and UNION BANK, N.A., a national banking association ("Bank").

Amendment #5 to Authorized Technology Partner Program Agreement No. ANT76 by and between Electro Rent Corporation ("Electro Rent") and Keysight Technologies, Inc. ("Keysight") with an effective date of November 1, 2014
Program Agreement • January 16th, 2015 • Electro Rent Corp • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of December 2009 (the “Effective Date”).

Contract
Electro Rent Corp • January 16th, 2015 • Services-equipment rental & leasing, nec

*** Confidential treatment has been requested with respect to certain portions of this Agreement. Omitted portions have been filed separately with the Securities and Exchange Commission.

AMENDMENT #20 TO AUTHORIZED TECHNOLOGY PARTNER PROGRAM AGREEMENT #ANT76 by and between ELECTRO RENT CORPORATION and AGILENT TECHNOLOGIES, INC.
Program Agreement • February 3rd, 2014 • Electro Rent Corp • Services-equipment rental & leasing, nec

The above referenced Program Agreement ("Agreement") executed by and between Agilent Technology, Inc. ("Agilent") and Electro Rent Corporation ("Electro Rent") as of the 1st day of December, 2009 is hereby amended as follows:

AGREEMENT NO ANT76
Authorized Technology Partner Agreement • August 12th, 2014 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS US EMG AUTHORIZED TECHNOLOGY PARTNER AGREEMENT (“Agreement”) is entered into as of June 1, 2014 (the “Effective Date”), between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Electro Rent Corporation, a California corporation (“Reseller”). Agilent has requested that Reseller establish the ATP Channel Team (as defined below) to sell the Products in the Territory. This Agreement is intended to govern the terms and conditions under which the business of the ATP Channel Team is conducted. Reseller has conducted and expects to continue to conduct other business, including with Agilent, and nothing in this Agreement should be construed to alter or affect any such other business of Reseller, including any other business with Agilent (including the existing agreements between the parties under which such other business is conducted). “Customer(s)” means end user customers and authorized Agilent Territory Solution Partners identified and approved by Agilent for the ATP

EXHBIT 10.1 ELECTRO RENT CORPORATION STOCK UNIT AWARD AGREEMENT Number of Units Covered: [NUMBER]
Stock Unit Award Agreement • July 21st, 2009 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

Grant of Units. As an employee of Electro Rent Corporation ("Electro Rent"), you have been granted an award (your "Award") of the number of stock units set forth above (each a "Unit") upon and subject to the restrictions, terms and conditions set forth in Electro Rent's 2005 Equity Incentive Plan (the "Plan"), this letter and the attached Terms and Conditions (the "Terms") (capitalized terms not otherwise defined will be as defined in the Plan).

Amendment #9 to Authorized Technology Partner Program Agreement No. ANT76 by and between Electro Rent Corporation ("Electro Rent") and Keysight Technologies, Inc. ("Keysight")
Electro Rent Corp • August 13th, 2015 • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement No. ANT76 (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of June, 2014 (the “Effective Date”).

KEYSIGHT AGREEMENT AMENDMENT ANT76
Electro Rent Corp • April 9th, 2015 • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of December 2009 (the “Effective Date”).

Amendment #10 to Authorized Technology Partner Program Agreement No. ANT76 by and between Electro Rent Corporation ("Electro Rent") and Keysight Technologies, Inc. ("Keysight")
Electro Rent Corp • August 13th, 2015 • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement No. ANT76 (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“ER”) effective the 2nd day of June, 2014 (the “Effective Date”).

THIRD AMENDMENT TO COMMERCIAL CREDIT AGREEMENT
Commercial Credit Agreement • August 8th, 2011 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS THIRD AMENDMENT TO COMMERCIAL CREDIT AGREEMENT (“Third Amendment”), dated as of September 22, 2010, is made and entered into by and between ELECTRO RENT CORPORATION, a California corporation (“Borrower”), and UNION BANK, N.A., a national banking association formerly known as Union Bank of California, N.A. (“Bank”).

AMENDMENT NO. 2 TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • October 9th, 2012 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

The Executive Employment Agreement, by and between Electro Rent Corporation, a California corporation, (the “Company”) and Daniel Greenberg (the “Executive”), as amended and restated as of July 15, 1992 and as later amended and supplemented by Amendment No. 1 dated October 12, 2001 (together, the “Agreement”), is hereby clarified and supplemented as set forth below by this second amendment to the Agreement (the “Amendment”). This Amendment is effective as of April , 2012 (the “Effective Date”). Capitalized terms not otherwise defined in this Amendment are given the meanings ascribed to such terms in the Agreement.

Stock Purchase Agreement among Electro Rent Corporation RUSH COMPUTER RENTALS, INC. and Shareholders of RUSH COMPUTER RENTALS, INC. Dated as of January 31, 2006
Stock Purchase Agreement • February 3rd, 2006 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

This STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of January 31, 2006 is among Electro Rent Corporation, a California corporation (“Buyer”), Rush Computer Rentals, Inc., a Connecticut corporation, (the “Company”) and shareholders of the Company set forth on Exhibit A (each a “Shareholder”). Capitalized terms not otherwise defined in this Agreement are defined in Schedule 0. This Agreement is made and entered into with reference to the following facts:

SIXTH AMENDMENT TO COMMERCIAL CREDIT AGREEMENT
Commercial Credit Agreement • November 29th, 2012 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS SIXTH AMENDMENT TO COMMERCIAL CREDIT AGREEMENT ("Sixth Amendment"), dated as of November 29, 2012, is made and entered into by and between ELECTRO RENT CORPORATION, a California corporation ("Borrower"), and UNION BANK, N.A., a national banking association ("Bank").

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Electro Rent Corporation 2005 EQUITY INCENTIVE PLAN
Electro Rent Corp • December 20th, 2005 • Services-equipment rental & leasing, nec • California
ACQUISITION AGREEMENT BY AND AMONG GENERAL ELECTRIC CAPITAL TECHNOLOGY MANAGEMENT SERVICES CORPORATION, GENERAL ELECTRIC CAPITAL CORPORATION AND ELECTRO RENT CORPORATION
Acquisition Agreement • December 1st, 1997 • Electro Rent Corp • Services-equipment rental & leasing, nec • New York
INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 12th, 2009 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

This INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of by and between Electro Rent Corporation, a California corporation (the “Company”), and the undersigned individual who is a director or officer (“Indemnitee”) of the Company in reference to the following facts and circumstances:

AMENDMENT#19 TO AUTHORIZED TECHNOLOGY PARTNER PROGRAM AGREEMENT #ANT76 by and between Electro Rent Corporation and and Agilent Technologies, Inc.
Program Agreement • April 8th, 2014 • Electro Rent Corp • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement (“Agreement”) is executed by and between Agilent Technologies, Inc. (“Agilent”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of December 2009 (the “effective Date”).

AMENDMENT NUMBER ONE TO CREDIT AGREEMENT
Credit Agreement • December 3rd, 2015 • Electro Rent Corp • Services-equipment rental & leasing, nec

THIS AMENDMENT NUMBER ONE TO CREDIT AGREEMENT (this “Amendment”), dated as of November 27, 2015, is entered into by and among ELECTRO RENT CORPORATION, a California corporation (“Borrower”), the lenders from time to time party to the below-defined Credit Agreement (the “Lenders”), and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”), and in light of the following:

KEYSIGHT AGREEMENT AMENDMENT ANT76
Program Agreement • April 9th, 2015 • Electro Rent Corp • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of June 2014 (the “Effective Date”).

Contract
Electro Rent Corp • August 14th, 2013 • Services-equipment rental & leasing, nec

*** Confidential treatment has been requested with respect to certain portions of this Agreement. Omitted portions have been filed separately with the Securities and Exchange Commission.

AMENDMENT #1 TO EMG AUTHORIZED TECHNOLOGY PARTNER AGREEMENT #ANT76 by and between ELECTRO RENT CORPORATION and AGILENT TECHNOLOGIES, INC. WITH AN EFFECTIVE DATE OF JUNE 1, 2014
Electro Rent Corp • August 12th, 2014 • Services-equipment rental & leasing, nec

EMG Authorized Technology Partner Agreement#ANT76 between Electro Rent Corporation and Agilent Technologies, Inc. ("Agilent") is hereby amended as follows:

Electro Rent Corporation STOCK UNIT AWARD AGREEMENT
Rent Corporation Stock Unit Award Agreement • August 12th, 2009 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

Grant of Units. Pursuant to the compensation arrangement for non-employee directors of Electro Rent Corporation (“Electro Rent”), you have been granted an award (your “Award”) of the number of stock units set forth above (each a “Unit”) upon and subject to the restrictions, terms and conditions set forth in Electro Rent’s 2005 Equity Incentive Plan (the “Plan”), this letter and the attached Terms and Conditions (the “Terms”) (capitalized terms not otherwise defined will be as defined in the Plan). This Award represents a pro rata award for the period until the 2009 Shareholders’ Meeting.

LIMITED GUARANTY
Limited Guaranty • May 31st, 2016 • Electro Rent Corp • Services-equipment rental & leasing, nec • New York

LIMITED GUARANTY, dated as of May 27, 2016 (this “Limited Guaranty”), by PLATINUM EQUITY CAPITAL PARTNERS III, L.P., a Delaware limited partnership (“Guarantor”), in favor of Electro Rent Corporation, a California corporation (the “Guaranteed Party”).

KEYSIGHT AGREEMENT AMENDMENT Exhibit E08
Program Agreement • January 16th, 2015 • Electro Rent Corp • Services-equipment rental & leasing, nec

This Amendment to the above referenced Program Agreement (“Agreement”) is executed by and between Keysight Technologies, Inc. (“Keysight”) and Electro Rent Corporation (“Electro Rent”) effective the 1st day of December 2009 (the “Effective Date”).

AGREEMENT NO. ANT76
Us Emg Authorized Technology Partner Agreement • February 1st, 2013 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

THIS US EMG AUTHORIZED TECHNOLOGY PARTNER AGREEMENT (“Agreement”) is entered into as of December 1, 2009 (the “Effective Date”), between Agilent Technologies, Inc., a Delaware corporation (“Agilent”). and Electro Rent Corporation, a California corporation (“Reseller”). Agilent has requested that Reseller establish the ATP Channel Team (as defined below) to sell the Products in the Territory. This Agreement is intended to govern the terms and conditions under which the business of the ATP Channel Team is conducted. Reseller has conducted and expects to continue to conduct other business, including with Agilent, and nothing in this Agreement should be construed to alter or affect any such other business of Reseller, including any other business with Agilent (including the existing agreements between the parties under which such other business is conducted). “Customer(s)” means Reseller’s end-user customer(s) for the ATP Channel excluding Agilent Target Accounts as identified in the attac

ELECTRO RENT CORPORATION STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Stock Unit Award Agreement for Non • August 12th, 2014 • Electro Rent Corp • Services-equipment rental & leasing, nec • California

Grant of Units. Pursuant to the compensation arrangements for non-employee directors of Electro Rent Corporation (“Electro Rent”), you have been granted an award (your “Award”) of the number of stock units set forth above (each a “Unit”) upon and subject to the restrictions, terms and conditions set forth in Electro Rent’s 2005 Equity Incentive Plan (the “Plan”), this letter and the Terms and Conditions attached hereto as Exhibit A (the “Terms”, and together with this letter, the “Agreement”) (capitalized terms not otherwise defined will be as defined in the Plan).

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