amongCredit Agreement • June 2nd, 2003 • Devry Inc • Services-educational services • New York
EXHIBIT 2.1 ----------- STOCK PURCHASE AGREEMENT among DOMINICA MANAGEMENT, INC., its STOCKHOLDERS and OPTIONHOLDERS, ROSS UNIVERSITY SERVICES, INC., ROSS UNIVERSITY MANAGEMENT, INC.Stock Purchase Agreement • May 23rd, 2003 • Devry Inc • Services-educational services
95 EXHIBIT 2.3 -----------Stock Purchase Agreement • May 23rd, 2003 • Devry Inc • Services-educational services • New York
163 EXHIBIT 4(d)Credit Agreement • September 10th, 2004 • Devry Inc • Services-educational services • New York
5 EXHIBIT 99.1 ASSET PURCHASE AGREEMENT by and among ROSS UNIVERSITY SCHOOL OF NURSING AND HEALTH SCIENCES, INC. ("Purchaser"), FOREST PARK HOSPITAL CORPORATION #1 ("Seller")Asset Purchase Agreement • March 30th, 2005 • Devry Inc • Services-educational services • Delaware
34 EXHIBIT 10(a) -------------Employment Agreement • February 12th, 2003 • Devry Inc • Services-educational services • Illinois
DEVRY INC. AND GLOBAL EDUCATION INTERNATIONAL, INC. $75,000,000 FLOATING RATE SENIOR NOTES, SERIES A, DUE APRIL 30, 2010 of DEVRY INC. and $50,000,000 FLOATING RATE SENIOR NOTES, SERIES B, DUE APRIL 30, 2010 of GLOBAL EDUCATION INTERNATIONAL, INC.Note Purchase Agreement • June 2nd, 2003 • Devry Inc • Services-educational services
W I T N E S S E T H:Devry Inc • September 10th, 2004 • Services-educational services
UNDERWRITING AGREEMENTUnderwriting Agreement • February 27th, 1997 • Devry Inc • Services-educational services • New York
SECTION 1. AMENDMENTS. ---------- In reliance on the Borrower's warranties set forth in Section 3 below, as of the date hereof the Credit Agreement is hereby amended as follows:Financing Agreement • September 25th, 2002 • Devry Inc • Services-educational services
58 EXHIBIT 99.2 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT This First Amendment to Asset Purchase Agreement (this "Amendment") is made and entered into as of March ___, 2005, by and among ROSS UNIVERSITY SCHOOL OF NURSING AND HEALTH SCIENCES, INC., a...Asset Purchase Agreement • March 30th, 2005 • Devry Inc • Services-educational services
EXHIBIT 2.2 -----------Stock Purchase Agreement • May 23rd, 2003 • Devry Inc • Services-educational services • New York
U.S. SUBSIDIARY GUARANTY U.S. SUBSIDIARIES OF DEVRY INC. Dated as of May 15, 2003 Re: Credit Agreement dated May 15, 2003, among DeVry Inc. and Global Education International, Inc. as the Borrowers, Bank of America, N.A. as Administrative Agent, Swing...Devry Inc • June 2nd, 2003 • Services-educational services • New York
40 EXHIBIT 4 --------- SECOND AMENDMENT DATED AS OF SEPTEMBER 30, 2005 TO CREDIT AGREEMENT DATED AS OF MAY 16, 2003Credit Agreement • November 9th, 2005 • Devry Inc • Services-educational services • New York
SECTION 3. GENERAL. -------- (a) As hereby modified, the Credit Agreement and the Loan Documents shall remain in full force and effect and are hereby ratified, approved and confirmed in all respects.Waiver • September 26th, 2001 • Devry Inc • Services-educational services
CREDIT AGREEMENT dated as of March 31, 2015 among DEVRY EDUCATION GROUP INC. and CERTAIN SUBSIDIARIES OF DEVRY EDUCATION GROUP INC. IDENTIFIED HEREIN as the Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer,...Credit Agreement • April 6th, 2015 • Devry Education Group Inc. • Services-educational services • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of March 31, 2015, among DeVry Education Group Inc., a Delaware corporation (“DeVry”), certain Subsidiaries of DeVry party hereto pursuant to Section 2.17 (each a “Designated Borrower” and together with DeVry, each a “Borrower” and collectively the “Borrowers”), each Lender from time to time party hereto and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
CREDIT AGREEMENTCredit Agreement • April 19th, 2018 • Adtalem Global Education Inc. • Services-educational services • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of April 13, 2018, among Adtalem Global Education Inc., a Delaware corporation (“Adtalem”), certain Subsidiaries of Adtalem party hereto pursuant to Section 2.17 (each a “Designated Borrower” and together with Adtalem, each a “Borrower” and collectively the “Borrowers”), each Lender from time to time party hereto and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.
ADTALEM ESCROW CORPORATION as Escrow Issuer and the Subsidiary Guarantors party hereto from time to time 5.50% Senior Secured Notes due 2028 INDENTURE Dated as of March 1, 2021 and U.S. Bank National Association as Trustee and Notes Collateral AgentIntercreditor Agreement • March 1st, 2021 • Adtalem Global Education Inc. • Services-educational services • New York
INDENTURE, dated as of March 1, 2021, among ADTALEM ESCROW CORPORATION, a Delaware corporation (the “Escrow Issuer”, and prior to the Escrow Release Date, the “Issuer”), the Subsidiary Guarantors party hereto from time to time (as defined below) and U.S. Bank National Association, as trustee (in such capacity, the “Trustee”) and notes collateral agent (in such capacity, the “Notes Collateral Agent”).
DEVRY INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 27th, 2014 • Devry Education Group Inc. • Services-educational services • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of September 1, 2011 (the “Effective Date”), by and between DeVry Inc. (“DeVry”), and Susan Groenwald (the “Executive”). DeVry and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 16th, 1999 • Devry Inc • Services-educational services • Colorado
DEVRY INC. AND GLOBAL EDUCATION INTERNATIONAL, INC. AND CERTAIN OF THEIR SUBSIDIARIESPledge and Intercreditor Agreement • June 2nd, 2003 • Devry Inc • Services-educational services • New York
DEVRY EDUCATION GROUP INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • August 24th, 2018 • Adtalem Global Education Inc. • Services-educational services • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 30, 2017 (the “Effective Date”), by and between DeVry Education Group Inc. (“DeVry Group”), and Gena Ashe (the “Executive”). DeVry Group and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
ADTALEM GLOBAL EDUCATION INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 10th, 2023 • Adtalem Global Education Inc. • Services-educational services • Delaware
effective as of September 6, 2021 (the “Effective Date”), by and between Adtalem Global Education Inc. (“Adtalem”), and Steven Tom (the “Executive”). Adtalem and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
AGREEMENT AND PLAN OF MERGER by and among AGM ACQUISITION CORP., DEVRY/BECKER EDUCATIONAL DEVELOPMENT CORP., CARDINAL ACQUISITION MERGER SUB, INC., ALERT GLOBAL MEDIA HOLDINGS, LLC, solely in its capacity as the Representative, and DEVRY EDUCATION...Agreement and Plan of Merger • June 23rd, 2016 • Devry Education Group Inc. • Services-educational services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 18, 2016, is made by and among AGM Acquisition Corp., a Delaware corporation (the “Company”), DeVry/Becker Educational Development Corp., a Delaware corporation (the “Parent”), Cardinal Acquisition Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Parent (the “Merger Sub”), Alert Global Media Holdings, LLC, solely in its capacity as the representative for the Company’s stockholders (the “Representative”), and DeVry Education Group, Inc., a Delaware corporation, solely with respect to Section 12.22 (the “Parent Guarantor”). The Parent, the Merger Sub and the Company, and, solely in its capacity as and solely to the extent applicable, the Representative, shall be referred to herein from time to time as a “Party” and collectively as the “Parties”. Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XI below.
ADTALEM GLOBAL EDUCATION INC. EXECUTIVE EMPLOYMENT AGREEMENT Employment Agreement • August 18th, 2020 • Adtalem Global Education Inc. • Services-educational services • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of 6-15-18 (the “Effective Date”), by and between Adtalem Global Education Inc. (“Adtalem”), and Karen Cox (the “Executive”). Adtalem and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
THIRD AMENDMENT dated as of January 11, 2007 to CREDIT AGREEMENT dated as of May 16, 2003 among DeVry Inc. and Global Education International, Inc., as the Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer,...Credit Agreement • January 16th, 2007 • Devry Inc • Services-educational services • New York
This THIRD AMENDMENT TO CREDIT AGREEMENT (“Amendment”) is entered into as of January 11, 2006, among DeVry Inc., a Delaware corporation (“DeVry”), Global Education International, Inc., a Barbados corporation (“GEI” and together with DeVry a “Borrower” and collectively the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
Adtalem Global Education Inc. Restricted Stock Unit Award Agreement (Executive Officer)Restricted Stock Unit Award Agreement • November 3rd, 2022 • Adtalem Global Education Inc. • Services-educational services • Delaware
THIS AGREEMENT, made and entered into as of the Award Date by and between Adtalem Global Education Inc., a Delaware corporation (“Adtalem”), and the Participant.
SHARE PLEDGE AGREEMENT Dated as of March 31, 2015 By and Among GLOBAL EDUCATION INTERNATIONAL BV as Grantor And BANK OF AMERICA, N.A., as Administrative Agent And DEVRY EDUCACIONAL DO BRASIL S.A. as intervening partyShare Pledge Agreement • August 27th, 2015 • Devry Education Group Inc. • Services-educational services
Adtalem Global Education Inc. Performance-Based Restricted Stock Unit Award Agreement (Executive Officer)Adtalem Global Education Inc. • November 3rd, 2022 • Services-educational services • Delaware
THIS AGREEMENT, made and entered into as of the Award Date by and between Adtalem Global Education Inc., a Delaware corporation(“Adtalem”), and the Participant.WHEREAS, Adtalem maintains the Adtalem Global Education Inc. Amended and Restated Incentive Plan of 2013 (the “Plan”); andWHEREAS, the Participant is an officer of Adtalem or one of its subsidiaries who is subject to Section 16 of the Securities and Exchange Act of 1934 and has been selected by the Compensation Committee of Adtalem’s Board of Directors (the “Committee”) to receive an award of Restricted Stock Units (this award is referred to as "Performance Shares" in this Agreement because it represents the Participant`s ability to receive actual shares of common stock of Adtalem (“Common Stock”) as described in this Agreement).NOW, THEREFORE, Adtalem and the Participant hereby agree as follows:1.Agreement. This Agreement evidences the award to the Participant of the number of Performance Shares set forth above relating to
DEVRY INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • August 24th, 2018 • Adtalem Global Education Inc. • Services-educational services • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of October 12, 2009 (the “Effective Date”), by and between DeVry Inc. (“DeVry”), and Donna N. Jennings-Howell (the “Executive”). DeVry and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
PURCHASE AGREEMENT By and Between NIAGARA LIMITED PARTNERSHIP, as SellerPurchase Agreement • July 16th, 1999 • Devry Inc • Services-educational services • Colorado
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN ADTALEM GLOBAL EDUCATION INC. and LAUREATE EDUCATION, INC. Dated as of September 11, 2020Membership Interest Purchase Agreement • September 16th, 2020 • Adtalem Global Education Inc. • Services-educational services • Delaware
This MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of September 11, 2020 (this “Agreement”), is entered into by and among Adtalem Global Education Inc., a Delaware corporation (“Purchaser”) and Laureate Education, Inc., a Delaware public benefit corporation (“Seller”). Purchaser and Seller are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Adtalem Global Education Inc. Nonqualified Stock Option Award Agreement (Executive Officer)Adtalem Global Education Inc. • November 3rd, 2021 • Services-educational services • Delaware
Participant Name:Participant Address: Awards Granted: Award Type: Grant Name: Grant Award Date: THIS AGREEMENT, made and entered into as of the Award Date by and between Adtalem Global Education Inc., a Delaware corporation (“Adtalem”), and the Participant.WHEREAS, Adtalem maintains the Adtalem Global Education Inc. Amended and Restated Incentive Plan of 2013 (the “Plan”); andWHEREAS, the Participant is an officer of Adtalem or one of its subsidiaries, who is subject to Section 16 of the Securities and Exchange Act of 1934 and has been selected by the Compensation Committee of Adtalem’s Board of Directors (the “Committee”) to receive the grant of a stock option under the Plan.NOW, THEREFORE, Adtalem and the Participant hereby agree as follows:1. Grant; Option Price. This Agreement evidences the grant to the Participant, pursuant to the terms of the Plan, of a stock option to purchase a total of number of shares of common stock of Adtalem (“Common Stock”) as set forth above (the “Option
EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • September 13th, 2021 • Adtalem Global Education Inc. • Services-educational services • Delaware
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of September 8, 2021 (the “Effective Date”), by and between Adtalem Global Education Inc. (“Adtalem”) and Lisa W. Wardell (the “Executive”). Adtalem and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
Page ARTICLE 1 THE TRANSACTION 1 Section 1.1 Assets and Liabilities 1 Section 1.2 Consideration 4 Section 1.3 Net Working Capital Adjustment 4 Section 1.4 Escrow 6 ARTICLE 2 THE CLOSING AND TRANSFER OF ASSETS 6 Section 2.1 Closing 6 Section 2.2...Asset Purchase Agreement • August 5th, 2011 • Devry Inc • Services-educational services • Illinois
This ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 3, 2011 (the “Closing Date”), by and among AUC SCHOOL OF MEDICINE B.V., a private limited company organized and existing under the laws of St. Maarten (the “St. Maarten Buyer”), DEVRY MEDICAL INTERNATIONAL, INC., a New York corporation (the “U.S. Buyer,” and collectively with the St. Maarten Buyer, the “Buyers,” and each individually, a “Buyer”), THE AMERICAN UNIVERSITY OF THE CARIBBEAN SCHOOL OF MEDICINE, a Cayman Islands exempted company (“AUCSOM”), AMERICAN UNIVERSITY OF THE CARIBBEAN, N.V., a limited liability company (naamloze vennootschap) organized and existing under the laws of St. Maarten (“AUCNV”) and MEDICAL EDUCATION SERVICES, INC., a Florida corporation (“MEAS,” and collectively with AUCSOM and AUCNV, the “Sellers”, and each individually, a “Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Section 9.1 of this Agreement. Each Buyer and e
