McGraw Hill Financial Inc Sample Contracts

1 CREDIT AGREEMENT
Credit Agreement • February 19th, 1997 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York
AutoNDA by SimpleDocs
EXHIBIT 10.1 THE McGRAW-HILL COMPANIES, INC. 364-DAY CREDIT AGREEMENT
Credit Agreement • August 21st, 2000 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York
EXCHANGE AGREEMENT BY AND AMONG
Exchange Agreement • October 29th, 1996 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York
Exhibit 10 ==================================================================== ============ THE McGRAW-HILL COMPANIES, INC. 364-DAY CREDIT AGREEMENT
Credit Agreement • August 17th, 2001 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York
and
Rights Agreement • August 3rd, 1998 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 12th, 2023 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

This REGISTRATION RIGHTS AGREEMENT dated September 12, 2023 (this “Agreement”) is entered into by and among S&P Global Inc., a New York corporation (the “Company”), Standard & Poor’s Financial Services LLC, a Delaware limited liability company (the “Guarantor”), as guarantor, and BofA Securities, Inc. and Citigroup Global Markets Inc. (together, the “Representatives”) as representatives of the several initial purchasers named in Schedule I of the Purchase Agreement (the “Initial Purchasers”).

BETWEEN
Stock Purchase Agreement • June 30th, 2000 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • Illinois
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 2nd, 2022 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

This REGISTRATION RIGHTS AGREEMENT dated March 2, 2022 (this “Agreement”) is entered into by and among S&P Global Inc., a New York corporation (the “Company”), Standard & Poor’s Financial Services LLC, a Delaware limited liability company (the “Guarantor”), as guarantor, and Goldman Sachs & Co. LLC, Deutsche Bank Securities Inc. and Citigroup Global Markets Inc. (each, a “Dealer Manager” and collectively, the “Dealer Managers”).

FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2015 among McGRAW HILL FINANCIAL, INC. as Borrower STANDARD & POOR’S FINANCIAL SERVICES LLC as a Loan Guarantor JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. as Syndication...
Credit Agreement • July 1st, 2015 • McGraw Hill Financial Inc • Services-consumer credit reporting, collection agencies • New York

FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2015, among MCGRAW HILL FINANCIAL, INC. (the “Borrower”), STANDARD & POOR’S FINANCIAL SERVICES LLC (“S&P”) and the certain other subsidiaries of the Borrower parties hereto from time to time as Loan Guarantors (as defined herein), the several banks and other financial institutions from time to time parties hereto (the “Lenders”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), CITIBANK, N.A., DEUTSCHE BANK SECURITIES INC., MIZUHO BANK, LTD. and MORGAN STANLEY MUFG LOAN PARTNERS, LLC, as documentation agents (in such capacity, the “Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

THE McGRAW-HILL COMPANIES, INC. THREE-YEAR CREDIT AGREEMENT dated as of September 12, 2008 JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. as Syndication Agent DEUTSCHE BANK SECURITIES INC. THE BANK OF TOKYO-MITSUBISHI UFJ,...
Credit Agreement • September 16th, 2008 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

THREE-YEAR CREDIT AGREEMENT dated as of September 12, 2008, among THE McGRAW-HILL COMPANIES, INC. (the “Borrower”), the several banks and other financial institutions from time to time parties hereto (the “Lenders”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), DEUTSCHE BANK SECURITIES INC., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., THE ROYAL BANK OF SCOTLAND PLC and CITIBANK, N.A., as documentation agents (in such capacity, the “Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

JOINDER AGREEMENT
Joinder Agreement • January 2nd, 2009 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

THIS JOINDER AGREEMENT (this "Agreement"), dated as of January 1, 2009 is entered into between Standard & Poor’s Financial Services LLC, a Delaware limited liability company (the "New Subsidiary") and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the "Administrative Agent") under that certain Three-Year Credit Agreement, dated as of September 12, 2008 among The McGraw-Hill Companies (the "Borrower"), the Lenders party thereto and the Administrative Agent (as the same has been amended by the First Amendment dated the date hereof and as the same may be amended, modified, extended or restated from time to time, the "Credit Agreement"). All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Credit Agreement.

FIRST AMENDMENT
Credit Agreement • March 20th, 2013 • McGraw-Hill Companies Inc • Services-consumer credit reporting, collection agencies • New York

FIRST AMENDMENT, dated as of January 11, 2012 (this “Amendment”), to the Three-Year Credit Agreement, dated as of July 30, 2010 (the “Credit Agreement”), among THE McGRAW-HILL COMPANIES, INC. ( the “Borrower”), STANDARD & POOR’S FINANCIAL SERVICES LLC, as a Loan Guarantor (the “Loan Guarantor”), the lenders from time to time parties thereto (the “Lenders”), the Syndication Agent and the Documentation Agents parties thereto and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).

FIRST AMENDMENT TO 364-DAY MCGRAW-HILL CREDIT AGREEMENT
Joinder Agreement • January 2nd, 2009 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

FIRST AMENDMENT, dated as of January 1, 2009 (this “Amendment”), to the 364-Day Credit Agreement, dated as of September 12, 2008 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among THE MCGRAW-HILL COMPANIES, INC., a New York corporation (the “Borrower”), the several banks and other financial institutions from time to time parties thereto (the “Lenders”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), DEUTSCHE BANK SECURITIES INC., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., THE ROYAL BANK OF SCOTLAND PLC and CITIBANK, N.A., as documentation agents, (in such capacities, the “Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

TERMS AND CONDITIONS OF 2022 RESTRICTED STOCK UNIT AWARD
Terms and Conditions of 2022 Restricted Stock Unit Award • August 3rd, 2022 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

This Restricted Stock Unit Award is made and entered into as of the award date set forth on the Award Agreement cover page attached hereto (the “Award Date”) by and between S&P Global Inc., a New York corporation (“S&P Global” or the “Company”) and the employee named on the Award Agreement cover page (the “Participant” or "you").

AGREEMENT AND PLAN OF MERGER by and among S&P GLOBAL INC., SAPPHIRE SUBSIDIARY, LTD., and IHS MARKIT LTD. dated as of November 29, 2020
Agreement and Plan of Merger • November 30th, 2020 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of November 29, 2020 (this “Agreement”), is by and among S&P GLOBAL INC., a New York corporation (“Parent”), SAPPHIRE SUBSIDIARY, LTD., a Bermuda exempted company limited by shares and wholly-owned, direct subsidiary of Parent (“Merger Sub”), and IHS MARKIT LTD., a Bermuda exempted company limited by shares (the “Company”).

S&P GLOBAL INC. STANDARD & POOR’S FINANCIAL SERVICES LLC, as Guarantor 1.250% Senior Notes due 2030 2.300% Senior Notes due 2060 SIXTH SUPPLEMENTAL INDENTURE Dated as of August 13, 2020 to the Indenture Dated as of May 26, 2015 U.S. BANK NATIONAL...
S&P Global Inc. • August 13th, 2020 • Services-consumer credit reporting, collection agencies • New York

SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of August 13, 2020, among S&P GLOBAL INC., a New York corporation (the “Company”), having its principal executive offices at 55 Water Street, New York, New York 10041, STANDARD & POOR’S FINANCIAL SERVICES LLC, a Delaware limited liability company, as guarantor hereunder (the “Guarantor”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

SECOND AMENDMENT
Second Amendment • March 20th, 2013 • McGraw-Hill Companies Inc • Services-consumer credit reporting, collection agencies • New York

SECOND AMENDMENT, dated as of November 2, 2012 (this “Second Amendment”), to the Three-Year Credit Agreement, dated as of July 30, 2010 (as amended prior to the date hereof, the “Credit Agreement”), among THE McGRAW-HILL COMPANIES, INC. ( the “Borrower”), STANDARD & POOR’S FINANCIAL SERVICES LLC, as a Loan Guarantor (the “Loan Guarantor”), the lenders from time to time parties thereto (the “Lenders”), the Syndication Agent and the Documentation Agents parties thereto and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).

TERMS AND CONDITIONS OF
Terms and Conditions Of • April 29th, 2021 • S&P Global Inc. • Services-consumer credit reporting, collection agencies

This Performance Share Unit Award is made and entered into as of the date set forth on the Award Agreement cover page attached hereto (the “Award Date”) by and between S&P Global Inc., a New York corporation (together with its divisions, subsidiaries and affiliates, “S&P Global” or the “Company”), the employee named on the Award Agreement cover page (the “Employee”) and, as required by applicable local law, any local subsidiary or affiliate of S&P Global that legally employs the Employee.

S&P GLOBAL INC. as the Company STANDARD & POOR’S FINANCIAL SERVICES LLC, as Guarantor 2.450% Senior Notes due 2027 2.700% Sustainability-Linked Senior Notes due 2029 2.900% Senior Notes due 2032 3.700% Senior Notes due 2052 3.900% Senior Notes due...
S&P Global Inc. • March 18th, 2022 • Services-consumer credit reporting, collection agencies • New York

EIGHTH SUPPLEMENTAL INDENTURE (this “Eighth Supplemental Indenture”), dated as of March 18, 2022, among S&P GLOBAL INC., a New York corporation (the “Company”), having its principal executive offices at 55 Water Street, New York, New York 10041, STANDARD & POOR’S FINANCIAL SERVICES LLC, a Delaware limited liability company, as guarantor hereunder (the “Guarantor”), AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, successor in interest to U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

1,200,000,000.00 THREE-YEAR CREDIT AGREEMENT dated as of July 30, 2010 among THE McGRAW-HILL COMPANIES, INC. as Borrower STANDARD & POOR’S FINANCIAL SERVICES LLC as a Loan Guarantor JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA,...
Joinder Agreement • August 2nd, 2010 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

THREE-YEAR CREDIT AGREEMENT dated as of July 30, 2010, among THE McGRAW-HILL COMPANIES, INC. (the “Borrower”), STANDARD & POOR’S FINANCIAL SERVICES LLC and the certain other subsidiaries of the Borrower parties hereto from time to time as Loan Guarantors (as defined herein), the several banks and other financial institutions from time to time parties hereto (the “Lenders”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), DEUTSCHE BANK SECURITIES INC., MORGAN STANLEY MUFG LOAN PARTNERS, LLC, THE ROYAL BANK OF SCOTLAND PLC and CITIBANK, N.A., as documentation agents (in such capacity, the “Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

AutoNDA by SimpleDocs
PURCHASE AND SALE AGREEMENT by and among THE MCGRAW-HILL COMPANIES, INC., MCGRAW-HILL EDUCATION LLC, the other SELLERS named herein, and MHE Acquisition, LLC, Dated as of November 26, 2012
Purchase and Sale Agreement • November 26th, 2012 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • Delaware

This PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of November 26, 2012, is by and among The McGraw-Hill Companies, Inc., a New York corporation (“Parent”), the entities set forth in Schedule I hereto (collectively and together with Parent, “Sellers” and each, a “Seller”), McGraw-Hill Education LLC, a Delaware limited liability company (“MH Education”) and MHE Acquisition, LLC, a Delaware limited liability company (“Purchaser”) (each of Purchaser and Sellers, a “Party” and collectively “Parties”).

TERMS AND CONDITIONS OF 2021 RESTRICTED STOCK UNIT AWARD
Restricted Stock Unit Award • April 29th, 2021 • S&P Global Inc. • Services-consumer credit reporting, collection agencies

This Restricted Stock Unit Award is made and entered into as of the award date set forth on the Award Agreement cover page attached hereto (the “Award Date”) by and between S&P Global Inc., a New York corporation (together with its divisions, subsidiaries and affiliates, “S&P Global” or the “Company”), the employee named on the Award Agreement cover page (the “Employee”) and, as required by applicable local law, any local subsidiary or affiliate of S&P Global that legally employs the Employee.

THE McGRAW-HILL COMPANIES, INC. 364-DAY CREDIT AGREEMENT dated as of September 12, 2008 JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. as Syndication Agent DEUTSCHE BANK SECURITIES INC. THE BANK OF TOKYO- MITSUBISHI UFJ, LTD....
Day Credit Agreement • September 16th, 2008 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

364-DAY CREDIT AGREEMENT dated as of September 12, 2008, among THE McGRAW-HILL COMPANIES, INC. (the “Borrower”), the several banks and other financial institutions from time to time parties hereto (the “Lenders”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), DEUTSCHE BANK SECURITIES INC., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., THE ROYAL BANK OF SCOTLAND PLC and CITIBANK, N.A., as documentation agents (in such capacity, the “Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

S&P GLOBAL, INC.
Award Agreement • April 27th, 2023 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

S&P Global, Inc., a New York corporation (“S&P Global” or the “Company”), has awarded to the employee named below (the “Participant” or “you”) the number of Performance Share Units (the “Units”) specified and on the terms set forth below (the “Award”). The Units were granted pursuant to the Company’s 2019 Stock Incentive Plan, as amended and restated (the “Plan”), and are subject to all of the terms and conditions set forth in the Plan, the grant notice section (the “Grant Notice”) of this Performance Share Unit Award Agreement (the “Award Agreement”) and the Terms and Conditions section of this Award Agreement, including the S&P Global Agreements for the Protection of Company Interests (“Attachment A”) and any special terms and conditions applicable to the Participant’s country of residence (“Attachment B”). Capitalized terms not expressly defined in this Award Agreement shall have the meanings set forth in the Plan.

The McGraw-Hill Companies, Inc. Debt Securities UNDERWRITING AGREEMENT STANDARD PROVISIONS
Underwriting Agreement • November 2nd, 2007 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

From time to time, The McGraw-Hill Companies, Inc., a New York corporation (the “Company”), may enter into one or more underwriting agreements in the form of Annex A hereto that incorporate by reference these Standard Provisions (collectively with these Standard Provisions, an “Underwriting Agreement”) that provide for the sale of the securities designated in such Underwriting Agreement (the “Securities”) to the several Underwriters named therein (the “Underwriters”), for whom the Underwriter(s) named therein shall act as representative (the “Representative”). The Underwriting Agreement, including these Standard Provisions, is sometimes referred to herein as this “Agreement.” The Securities will be issued pursuant to an Indenture to be dated as of November 2, 2007 (the “Indenture”) between the Company and The Bank of New York Mellon, as trustee (the “Trustee”).

FIRST AMENDMENT
Credit Agreement • July 29th, 2005 • McGraw-Hill Companies Inc • Books: publishing or publishing & printing • New York

FIRST AMENDMENT, dated as of July 5, 2005 (this “Amendment”), to the FIVE-YEAR CREDIT AGREEMENT dated as of July 20, 2004 (the “Credit Agreement”), among THE McGRAW-HILL COMPANIES, INC. (the “Borrower”), the several banks and other financial institutions from time to time parties thereto (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

John L. Berisford S&P Global john.berisford@spglobal.com Re: Separation Agreement and Release Dear John,
Agreement and Release • October 28th, 2022 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

This Agreement and Release (“Agreement”) is between you and S&P Global Inc., including its subsidiaries, divisions and affiliates (collectively, “S&P Global” or the “Company”). Reference is made to the S&P Global Inc. Senior Executive Severance Plan (as amended and restated effective May 8, 2019) (the “Severance Plan”), and to the merger of S&P Global with IHS Markit (the “Merger”), which closed on February 28, 2022 (the “Closing Date”).

TERMS AND CONDITIONS OF
Terms and Conditions Of • April 28th, 2020 • S&P Global Inc. • Services-consumer credit reporting, collection agencies

This Restricted Stock Unit Award is made and entered into as of the award date set forth on the Award Agreement cover page attached hereto (the “Award Date”) by and between S&P Global Inc., a New York corporation (together with its divisions, subsidiaries and affiliates, “S&P Global” or the “Company”), the employee named on the Award Agreement cover page (the “Employee”) and, as required by applicable local law, any local subsidiary or affiliate of S&P Global that legally employs the Employee.

STOCK AND ASSET PURCHASE AGREEMENT*** Between MCGRAW HILL FINANCIAL, INC. and JEFFERSON BIDCO INC. Dated as of April 15, 2016
Stock and Asset Purchase Agreement • July 28th, 2016 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

***Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

S&P Global Inc. Underwriting Agreement
Underwriting Agreement • May 17th, 2018 • S&P Global Inc. • Services-consumer credit reporting, collection agencies • New York

S&P Global Inc., a New York corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of $500,000,000 principal amount of the 4.500% Senior Notes due 2048 (the “Securities”) of the Company. The Securities will be issued pursuant to a Base Indenture dated as of May 26, 2015 (the “Base Indenture”) and a Fourth Supplemental Indenture (the “Fourth Supplemental Indenture” and, the Base Indenture as supplemented by the Fourth Supplemental Indenture, the “Indenture”) among the Company, Standard & Poor’s Financial Services LLC, a wholly-owned subsidiary of the Company (the “Guarantor”) and U.S. Bank National Association, as trustee (the “Trustee”) and will be guaranteed on an unsecured unsubordinated basis by the Guarantor (the “Guarantee”).

SECURITIES AND ASSET PURCHASE AGREEMENT
Securities and Asset Purchase Agreement • July 27th, 2023 • S&P Global Inc. • Services-consumer credit reporting, collection agencies

This ACKNOWLEDGEMENT AND AMENDMENT NO. 2, dated as of May 2, 2023 (this “Amendment”), amends the Securities and Asset Purchase Agreement, dated as of January 14, 2023, as amended by that certain Acknowledgment and Amendment No. 1, dated as of February 7, 2023 (the “Agreement”), by and between IHS MARKIT LTD, a Bermuda exempted company limited by shares (“Seller”), and ALLIUM BUYER LLC, a Delaware limited liability company (“Purchaser” and together with Seller, the “Parties” and each, individually, a “Party”). Capitalized terms used and not defined herein have the meanings ascribed to such terms in the Agreement.

McGRAW HILL FINANCIAL, INC. STANDARD & POOR’S FINANCIAL SERVICES LLC as Guarantor 4.000% Senior Notes due 2025 FIRST SUPPLEMENTAL INDENTURE Dated as of May 26, 2015 to the Indenture Dated as of May 26, 2015 U.S. BANK NATIONAL ASSOCIATION, as Trustee
Indenture • May 26th, 2015 • McGraw Hill Financial Inc • Services-consumer credit reporting, collection agencies • New York

FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of May 26, 2015, among McGRAW HILL FINANCIAL, INC., a New York corporation (the “Company”), having its principal executive offices at 55 Water Street, New York, New York 10041, STANDARD & POOR’S FINANCIAL SERVICES LLC, a Delaware limited liability company, as Guarantor hereunder, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

Time is Money Join Law Insider Premium to draft better contracts faster.