Exhibit 4.2 AMENDMENT NO. 2 TO THE RIGHTS AGREEMENT OF NOBEL LEARNING COMMUNITIES, INC. This Amendment No. 2, dated as of August 5, 2002, amends the Rights Agreement dated as of May 16, 2000 as amended by Amendment No. 1 dated as of August 4, 2002 (as...Nobel Learning Communities Inc • August 8th, 2002 • Services-educational services • Delaware
BACKGROUNDLoan and Security Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
Exhibit 10.39 AMENDMENT TO PURCHASE AND SALE AGREEMENT ---------------------------------------- This is an Amendment to that "Purchase and Sale Agreement," between NOBEL LEARNING COMMUNITIES, INC., a Delaware corporation ("Seller"), and PARTNERSHIP...Purchase and Sale Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services
EXECUTION COPY AMENDMENT NO. 4 TO RIGHTS AGREEMENT This Amendment No. 4 to Rights Agreement (this "Amendment"), dated as of June 17, 2003, amends the Rights Agreement dated as of May 16, 2000 as amended on August 4, 2002, August 5, 2002 and March 12,...Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
Exhibit 4.1 AMENDMENT NO. 1 TO THE RIGHTS AGREEMENT OF NOBEL LEARNING COMMUNITIES, INC. This Amendment No. 1, dated as of August 4 2002, amends the Rights Agreement dated as of May 16, 2000 (the "Rights Agreement"), between Nobel Learning Communities,...Nobel Learning Communities Inc • August 8th, 2002 • Services-educational services • Delaware
DATED AS OF SEPTEMBER 9, 2003Stock Purchase Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
BACKGROUND ----------Loan and Security Agreement • September 28th, 2001 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
BackgroundEmployment Agreement • May 17th, 1999 • Nobel Education Dynamics Inc • Services-educational services • Pennsylvania
EXHIBIT 4.1 RIGHTS AGREEMENT RIGHTS AGREEMENT, dated as of May 16, 2000 (the "Agreement"), between Nobel Learning Communities, Inc., a Delaware corporation (the "Company"), and Stocktrans, Inc., a Pennsylvania corporation (the "Rights Agent"). W I T N...Rights Agreement • May 30th, 2000 • Nobel Learning Communities Inc • Services-educational services • Delaware
EXHIBIT 4.1 AMENDMENT NO. 3 TO THE RIGHTS AGREEMENT OF NOBEL LEARNING COMMUNITIES, INC. This Amendment No. 3, dated as of March 12, 2003, amends the Rights Agreement dated as of May 16, 2000, as amended by Amendment No. 1 dated as of August 4, 2002...Rights Agreement • March 25th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT By and BetweenLoan and Security Agreement • May 17th, 1999 • Nobel Education Dynamics Inc • Services-educational services • Pennsylvania
RECITALS:Investment Agreement • September 28th, 2001 • Nobel Learning Communities Inc • Services-educational services • Maryland
Execution Draft --------------- AGREEMENT AND PLAN OF MERGER by and between SOCRATES ACQUISITION CORPORATIONAgreement and Plan of Merger • August 8th, 2002 • Nobel Learning Communities Inc • Services-educational services • Delaware
THIRD AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
Exhibit 1.1 RIGHTS AGREEMENT RIGHTS AGREEMENT, dated as of May 16, 2000 (the "Agreement"), between Nobel Learning Communities, Inc., a Delaware corporation (the "Company"), and Stocktrans, Inc., a Pennsylvania corporation (the "Rights Agent"). W I T N...Rights Agreement • May 30th, 2000 • Nobel Learning Communities Inc • Services-educational services • Delaware
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 4th, 2002 • Nobel Learning Communities Inc • Services-educational services • Delaware
EXHIBIT 4.12 THE INDEBTEDNESS EVIDENCED BY THIS NOTE AND ANY RIGHTS OR REMEDIES HEREUNDER SHALL BE SUBORDINATE AND JUNIOR TO SUMMIT BANK AND ITS SUCCESSORS AND ASSIGNS TO THE EXTENT AND IN THE MANNER SET FORTH IN A SUBORDINATION AGREEMENT DATED AS OF...Nobel Education Dynamics Inc • September 25th, 1998 • Services-educational services
AGREEMENTAgreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
AGREEMENT AND PLAN OF MERGER dated as of May 17, 2011, among ACADEMIC ACQUISITION CORP., ACADEMIC MERGER SUB, INC. and NOBEL LEARNING COMMUNITIES, INC.Agreement and Plan of Merger • May 18th, 2011 • Nobel Learning Communities Inc • Services-educational services • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 17, 2011, is among Academic Acquisition Corp., a Delaware corporation (“Parent”), Academic Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Nobel Learning Communities, Inc., a Delaware corporation (the “Company”). Capitalized terms used in this Agreement are used as defined in Section 8.03.
BACKGROUNDLoan and Security Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2006 • Nobel Learning Communities Inc • Services-educational services
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of December 9, 2005, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of common stock of Nobel Learning Communities, Inc., and such statement to which this Joint Filing Agreement is attached as Exhibit 1 is filed on behalf of each of the undersigned.
BACKGROUNDEmployment Agreement • November 15th, 1999 • Nobel Education Dynamics Inc • Services-educational services • Pennsylvania
BACKGROUND:Registration Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
AMENDED AND RESTATED TERM NOTE ------------------------------Amended And • September 28th, 2001 • Nobel Learning Communities Inc • Services-educational services
Exhibit 4.6 AMENDMENT NO. 5 TO RIGHTS AGREEMENT This Amendment No. 5 to Rights Agreement (this "Amendment"), dated as of September 9, 2003, amends the Rights Agreement dated as of May 16, 2000 as amended on August 4, 2002, August 5, 2002, March 12,...Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
SIGNATURES ON NEXT PAGE]Purchase and Sale Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services
EXECUTION COPY SECOND AMENDMENT ---------------- TO REGISTRATION RIGHTS AGREEMENT -------------------------------- This SECOND AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (the "First Amendment"), is entered into this 17th day of June, 2003, by and...Registration Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
EXHIBIT 10.13 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS IT HAS BEEN REGISTERED UNDER THAT ACT OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE. NOBEL EDUCATION...Nobel Education Dynamics Inc • September 25th, 1998 • Services-educational services • Delaware
FIRST AMENDMENT --------------- TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT -----------------------------------------------------------Registration Rights Agreement • October 14th, 2003 • Nobel Learning Communities Inc • Services-educational services • Delaware
Exhibit 10.1 NOBEL EDUCATION DYNAMICS, INC. Non-qualified Stock Option Agreement ------------------------------------ Non-qualified Stock Option Agreement dated as of January 2, 1997 ("Agreement") between Nobel Education Dynamics, Inc., a Delaware...Non-Qualified Stock Option Agreement • May 22nd, 2001 • Nobel Learning Communities Inc • Services-educational services • Delaware
BACKGROUND ----------Loan and Security Agreement • September 25th, 1998 • Nobel Education Dynamics Inc • Services-educational services • Pennsylvania
EXHIBIT 10.1 SEPARATION AGREEMENT AND MUTUAL RELEASE This Separation agreement and Mutual Release (this "Agreement") is dated as of November 30, 2001, by and between Nobel Learning Communities, Inc., a Delaware corporation ("Employer") and Daryl A....Separation Agreement and Mutual Release • February 14th, 2002 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
BackgroundNoncompete Agreement • March 31st, 1997 • Nobel Education Dynamics Inc • Services-child day care services • Pennsylvania
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JUNE 6, 2008, AMONG NOBEL LEARNING COMMUNITIES, INC., THE GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO, AND BANK OF MONTREAL, as Administrative Agent BMO...Credit Agreement • June 11th, 2008 • Nobel Learning Communities Inc • Services-educational services • Illinois
This Amended and Restated Credit Agreement is entered into as of June 6, 2008 by and among NOBEL LEARNING COMMUNITIES, INC., a Delaware corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and BANK OF MONTREAL, a Canadian chartered bank acting through its Chicago branch, as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
BACKGROUND ----------Loan and Security Agreement • September 28th, 2000 • Nobel Learning Communities Inc • Services-educational services • Pennsylvania
