Hubbell Inc Sample Contracts

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Exhibit 1.1 UNDERWRITING AGREEMENT
Underwriting Agreement • October 4th, 1995 • Hubbell Inc • Electric lighting & wiring equipment
Among
Credit Agreement • October 21st, 2004 • Hubbell Inc • Electric lighting & wiring equipment • New York
and
Rights Agreement • December 17th, 1998 • Hubbell Inc • Electric lighting & wiring equipment • Connecticut
TRUST AGREEMENT TRUST AGREEMENT
Trust Agreement • March 15th, 2005 • Hubbell Inc • Electric lighting & wiring equipment • New York
and
Indenture • June 18th, 2002 • Hubbell Inc • Electric lighting & wiring equipment • New York
TRUST AGREEMENT TRUST AGREEMENT
Trust Agreement • March 15th, 2005 • Hubbell Inc • Electric lighting & wiring equipment • New York
WITNESSETH:
Escrow Agreement • May 10th, 2002 • Hubbell Inc • Electric lighting & wiring equipment • New York
HUBBELL INCORPORATED 2.300% Senior Notes due 2031 Underwriting Agreement
Hubbell Inc • March 4th, 2021 • Electronic components & accessories • New York

This free writing prospectus relates only to the securities described below and should be read together with Hubbell Incorporated’s preliminary prospectus supplement dated March 3, 2021 (the “Preliminary Prospectus Supplement”), the accompanying prospectus dated May 16, 2019 and the documents incorporated and deemed to be incorporated by reference therein.

HUBBELL INCORPORATED and COMPUTERSHARE INC. as Rights Agent Second Amended and Restated Rights Agreement Dated as of December 23, 2015
Rights Agreement • December 23rd, 2015 • Hubbell Inc • Electronic components & accessories • New York

This SECOND AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of December 23, 2015 (this “Agreement”), amending and restating the Amended and Restated Rights Agreement, dated as of December 17, 2008 (the “First Amended and Restated Rights Agreement”), which amended and restated the Rights Agreement, dated as of December 9, 1998, as amended (the “Original Agreement”), between Hubbell Incorporated, a Connecticut corporation (the “Company”), and Computershare Inc. (successor to Mellon Investor Services LLC and ChaseMellon Shareholder Services, L.L.C.), a Delaware corporation, as rights agent (the “Rights Agent”).

dated as of
Stock and Asset Purchase Agreement • May 10th, 2002 • Hubbell Inc • Electric lighting & wiring equipment • New York
CREDIT AGREEMENT Dated as of December 16, 2015 Among HUBBELL INCORPORATED, HUBBELL POWER HOLDINGS S.À R.L., HARVEY HUBBELL HOLDINGS S.À R.L., THE LENDERS PARTY HERETO, THE ISSUING BANKS PARTY HERETO, HSBC BANK USA, NATIONAL ASSOCIATION and BANK OF...
Credit Agreement • December 21st, 2015 • Hubbell Inc • Electronic components & accessories • New York

CREDIT AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) dated as of December 16, 2015, among HUBBELL INCORPORATED, HUBBELL POWER HOLDINGS S.À R.L., HARVEY HUBBELL HOLDINGS S.À R.L., the Lenders party hereto, the Issuing Banks party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

TERM LOAN AGREEMENT Dated as of January 31, 2018 Among HUBBELL INCORPORATED, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A. and HSBC SECURITIES (USA) INC., as Syndication Agents
Assignment and Assumption • January 31st, 2018 • Hubbell Inc • Electronic components & accessories • Delaware

TERM LOAN AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) dated as of January 31, 2018, among HUBBELL INCORPORATED, the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 14th, 2020 • Hubbell Inc • Electronic components & accessories • Connecticut

July 1, 2019 (the “Effective Date”), by and between Hubbell Incorporated, a Connecticut corporation (the “Company”), and Katherine A. Lane (the “Executive”).

CONTINUITY AGREEMENT
Continuity Agreement • July 28th, 2008 • Hubbell Inc • Electric lighting & wiring equipment • Connecticut

This Agreement (the “Agreement”) is dated as of July 1, 2008 by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”), and Darrin S. Wegman (the “Executive”).

HUBBELL INCORPORATED RESTRICTED STOCK AWARD AGREEMENT HUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED
Restricted Stock Award Agreement • February 8th, 2024 • Hubbell Inc • Electronic components & accessories

As noted in your Award notification letter, effective on the Grant Date you have been granted the number of shares of Restricted Stock of Hubbell Incorporated (the “Company”) set forth in the Award notification letter, in accordance with the provisions of the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”) and subject to the restrictions, terms and conditions set forth in this Agreement. By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the Plan, and any and all conditions established by the Company in connection with Awards issued under the Plan. Defined terms used herein shall have the meaning set forth in the Plan, unless otherwise defined herein.

CREDIT AGREEMENT Dated as of January 31, 2018 Among HUBBELL INCORPORATED, HUBBELL POWER HOLDINGS S.à r.l., HARVEY HUBBELL HOLDINGS S.à r.l., THE LENDERS PARTY HERETO, THE ISSUING BANKS PARTY HERETO, BANK OF AMERICA, N.A. and HSBC SECURITIES (USA)...
Credit Agreement • January 31st, 2018 • Hubbell Inc • Electronic components & accessories • Delaware

CREDIT AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) dated as of January 31, 2018, among HUBBELL INCORPORATED, HUBBELL POWER HOLDINGS S.À R.L., HARVEY HUBBELL HOLDINGS S.À R.L., the Lenders party hereto, the Issuing Banks party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

HUBBELL INCORPORATED, as Issuer AND THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of June 2, 2008 To INDENTURE Dated as of September 15, 1995
Indenture • June 2nd, 2008 • Hubbell Inc • Electric lighting & wiring equipment • New York

FIRST SUPPLEMENTAL INDENTURE (as hereinafter defined, the “First Supplemental Indenture”), dated as of June 2, 2008, between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).

AMENDMENT TO CONTINUITY AGREEMENT
Continuity Agreement • March 15th, 2005 • Hubbell Inc • Electric lighting & wiring equipment
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CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 8th, 2024 • Hubbell Inc • Electronic components & accessories • Connecticut

This Change in Control Severance Agreement (the “Agreement”) is dated as of July 1, 2023 (the “Effective Date”), by and between Hubbell Incorporated, a Connecticut corporation (the “Company”), and Gregory A. Gumbs (the “Executive”).

HUBBELL INCORPORATED STOCK APPRECIATION RIGHTS AGREEMENT HUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED
Hubbell Incorporated • February 8th, 2024 • Hubbell Inc • Electronic components & accessories

As noted in your Award notification letter, effective on the Grant Date you have been granted the number of Stock Appreciation Rights (the “Rights”) set forth in the Award notification letter. Each Right entitles you to the positive difference, if any, between the “Base Price” designated in the Award notification letter and the Fair Market Value of a share of Common Stock, par value $0.01 per share (the “Common Stock”) of Hubbell Incorporated (the “Company”) on the date of exercise (the “Spread”), in accordance with the provisions of the Award notification letter, this Agreement setting forth terms and conditions to the Award, and the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”). By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the Plan, and any and all conditions established by the Company in connection with Awards issued under the Plan. Defined terms used herein shall have the m

AMENDED AND RESTATED CONTINUITY AGREEMENT
Amended and Restated Continuity Agreement • February 25th, 2008 • Hubbell Inc • Electric lighting & wiring equipment • Connecticut

This Agreement (the “Agreement”) is dated as of November 1, 2007 by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”), and Gary N. Amato (the “Executive”).

ARTICLE I AMENDMENTS
Agreement and Plan of Merger • January 9th, 1997 • Hubbell Inc • Electric lighting & wiring equipment • New York
HUBBELL INCORPORATED and MELLON INVESTOR SERVICES LLC as Rights Agent Amended and Restated Rights Agreement Dated as of December 17, 2008
Rights Agreement • December 17th, 2008 • Hubbell Inc • Electric lighting & wiring equipment • New York

This Amended and Restated Rights Agreement, dated as of December 17, 2008 (“Agreement”), amending and restating the Rights Agreement, dated as of December 9, 1998, as amended (the “Original Agreement”), between Hubbell Incorporated, a Connecticut corporation (the “Company”), and Mellon Investor Services LLC (successor to ChaseMellon Shareholder Services, L.L.C.), a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).

Contract
Hubbell Incorporated Restricted Stock • February 16th, 2017 • Hubbell Inc • Electronic components & accessories

HUBBELL INCORPORATED RESTRICTED STOCK AWARD AGREEMENTHUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED Grant Date: __________________________________________________________________________________As noted in your Award notification letter, effective on the Grant Date you have been granted the number of shares of Restricted Stock of Hubbell Incorporated (the “Company”) set forth in the Award notification letter, in accordance with the provisions of the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”) and subject to the restrictions, terms and conditions set forth in this Agreement. By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the Plan, and any and all conditions established by the Company in connection with Awards issued under the Plan. Defined terms used herein shall have the meaning set forth in the Plan, unless otherwise defined herein. Until vested, t

IRREVOCABLE PROXY
Irrevocable Proxy • August 24th, 2015 • Hubbell Inc • Electronic components & accessories • Connecticut

This IRREVOCABLE PROXY (this “Irrevocable Proxy”), is made and entered into as of August 23, 2015, by and between Hubbell Incorporated, a Connecticut corporation (the “Company”), and the Bessemer Trust Company, N.A., in its capacity as trustee (together with any successors as trustee, the “Trustee”) of the Roche Trust and the Hubbell Trust (together with the Roche Trust, the “Trusts”). Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Reclassification Agreement.

HUBBELL INCORPORATED, as Issuer AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee SIXTH SUPPLEMENTAL INDENTURE Dated as of March 12, 2021 To INDENTURE Dated as of September 15, 1995
Indenture • March 12th, 2021 • Hubbell Inc • Electronic components & accessories • New York

SIXTH SUPPLEMENTAL INDENTURE, dated as of March 12, 2021 (this “Sixth Supplemental Indenture”), between HUBBELL INCORPORATED, a Connecticut corporation (and any person that succeeds thereto, and is substituted therefor, under the terms of the Indenture (as defined below), the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).

Contract
Hubbell Incorporated Stock Appreciation • February 16th, 2017 • Hubbell Inc • Electronic components & accessories

HUBBELL INCORPORATED STOCK APPRECIATION RIGHTS AGREEMENTHUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED Base Price: Grant Date: As noted in your Award notification letter, effective on the Grant Date you have been granted the number of Stock Appreciation Rights (the “Rights”) set forth in the Award notification letter. Each Right entitles you to the positive difference, if any, between the Base Price designated in the Award notification letter and the Fair Market Value of a share of Common Stock, par value $0.01 per share (the “Common Stock”) of Hubbell Incorporated (the “Company”) on the date of exercise (the “Spread”), in accordance with the provisions of the Award notification letter, this Agreement setting forth terms and conditions to the Award, and the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”). By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the

Contract
Hubbell Incorporated Performance Based Restricted Stock Award Agreement • February 19th, 2015 • Hubbell Inc • Electronic components & accessories

HUBBELL INCORPORATED PERFORMANCE BASED RESTRICTED STOCK AWARD AGREEMENTHUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED Grant Date: As noted in your Award notification letter, effective on the Grant Date you have been granted the number of shares of Performance Based Restricted Stock of Hubbell Incorporated (the “Company”) set forth in the Award notification letter, in accordance with the provisions of the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”) and subject to the restrictions, terms and conditions set forth in this Agreement. By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the Plan, and any and all conditions established by the Company in connection with Awards issued under the Plan. Defined terms used herein shall have the meaning set forth in the Plan, unless otherwise defined herein. Until vested, the Performance Based Restricted Stock shall be su

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