BY AND AMONGStock Purchase Agreement • January 27th, 2000 • Roper Industries Inc /De/ • Pumps & pumping equipment • Delaware
BY AND AMONGAgreement and Plan of Merger • January 22nd, 2003 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • Washington
AMENDMENT AGREEMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 21st, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment
AMONGAgreement and Plan of Reorganization • April 15th, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment • Arizona
EXHIBIT 4 =============================================================================== AMENDED AND RESTATED CREDIT AGREEMENT by and among ROPER INDUSTRIES, INC. as Borrower, NATIONSBANK, NATIONAL ASSOCIATION (SOUTH), as Agent and as LenderCredit Agreement • June 2nd, 1997 • Roper Industries Inc /De/ • Pumps & pumping equipment • Georgia
BY AND AMONGStock Purchase Agreement • November 14th, 2003 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • Delaware
EXHIBIT 2.4 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 27th, 2000 • Roper Industries Inc /De/ • Pumps & pumping equipment • New York
amongCredit Agreement • September 13th, 2000 • Roper Industries Inc /De/ • Pumps & pumping equipment • London
EXHIBIT 2.1 STOCK PURCHASE AGREEMENT BY AND AMONG VARLEN CORPORATION, VARLEN INSTRUMENTS, INC.Stock Purchase Agreement • January 27th, 2000 • Roper Industries Inc /De/ • Pumps & pumping equipment • Delaware
Exhibit 10.07 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") dated as of November 6, 2001, between Brian Jellison (the "Executive") and Roper Industries, Inc., a Delaware corporation (the "Company"). W I T N E S S E T H: WHEREAS,...Employment Agreement • January 22nd, 2002 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • Georgia
as Issuer andRoper Industries Inc /De/ • January 13th, 2004 • Industrial instruments for measurement, display, and control • New York
RECITALSIndemnity Agreement • August 31st, 1999 • Roper Industries Inc /De/ • Pumps & pumping equipment • Delaware
Exhibit 10.06 AMENDMENT TO CONSULTING AGREEMENT This agreement to amend ("Amendment") that Consulting Agreement entered into June 1, 1996 ("Consulting Agreement") by and between Roper Industries, Inc. ("Roper") and G. L. Ohrstrom & Co., a New York...Consulting Agreement • June 11th, 1999 • Roper Industries Inc /De/ • Pumps & pumping equipment
EXHIBIT 1.2 PURCHASE AGREEMENT FOR CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2034 ROPER INDUSTRIES, INC. (a Delaware corporation) Convertible Senior Subordinated Notes due 2034 PURCHASE AGREEMENT Dated: December 22, 2003Purchase Agreement • January 13th, 2004 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • New York
RECITALS --------Consulting Agreement • January 21st, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment • Georgia
BY AND AMONGAsset Purchase Agreement • January 22nd, 2002 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • Delaware
ANDIndenture • November 28th, 2003 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • New York
EXHIBIT 2.5 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger ("Agreement") is entered into on November ___, 1999, by and among PMCB ACQUISITION CORP., a Delaware corporation (the "Buyer"), ROPER INDUSTRIES, INC., a Delaware corporation...Agreement and Plan of Merger • January 27th, 2000 • Roper Industries Inc /De/ • Pumps & pumping equipment • California
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger ("Agreement") is entered into on May 14, 1997, by and among PETROTECH ACQUISITION, INC., a Delaware corporation (the "Buyer"), ROPER INDUSTRIES, INC., a Delaware corporation...Agreement and Plan of Merger • January 21st, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment • Delaware
WITNESSETH: -----------Consulting Agreement • January 21st, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment • New York
W I T N E S S E T H: --------------------Credit Agreement • January 20th, 1999 • Roper Industries Inc /De/ • Pumps & pumping equipment
ROPER TECHNOLOGIES, INC. Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • November 25th, 2015 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • New York
From time to time, Roper Technologies, Inc., a Delaware 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 dated as of August 4, 2008 (the “Indenture”) by and between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
FORM T-1 ------------------- STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE --------------------- CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)...Roper Industries Inc /De/ • November 28th, 2003 • Industrial instruments for measurement, display, and control
EXHIBIT AMENDMENT AGREEMENT NO. AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT AGREEMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") is made and entered into as of this ___ day of __________, 1998, by and among ROPER...Credit Agreement • August 21st, 1998 • Roper Industries Inc /De/ • Pumps & pumping equipment
ROPER TECHNOLOGIES, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of November 26, 2018Indenture • November 26th, 2018 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • New York
THIS INDENTURE, dated as of November 26, 2018 between ROPER TECHNOLOGIES, INC. (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”),
EXHIBIT 10.06 ROPER INDUSTRIES, INC. NON-QUALIFIED RETIREMENT PLAN THIS INDENTURE is made as of this 1st day of November, 1997, by Roper Industries, Inc., a corporation duly organized and existing under the laws of the State of Delaware (hereinafter...Roper Industries Inc /De/ • September 13th, 2000 • Pumps & pumping equipment
ROPER INDUSTRIES, INC.Indenture • November 7th, 2008 • Roper Industries Inc • Industrial instruments for measurement, display, and control • New York
agreements or instruments, or statutes or regulations, as amended from time to time (or to successor statutes and regulations).
EXHIBIT 10.06 ROPER INDUSTRIES, INC. NON-QUALIFIED RETIREMENT PLAN THIS INDENTURE is amended and restated effective this 1st day of March, 2002, by Roper Industries, Inc., a corporation duly organized and existing under the laws of the State of...Roper Industries Inc /De/ • January 22nd, 2003 • Industrial instruments for measurement, display, and control
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 5th, 2018 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • Delaware
This Indemnification Agreement (“Agreement”), dated as of ________________, is by and between Roper Technologies, Inc., a Delaware corporation (the “Company”), and ____________________ (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among PROJECT DIAMOND HOLDINGS CORPORATION, ROPER TECHNOLOGIES, INC., DASH I, INC., and THOMA BRAVO, LLC, as Representative of the Stockholders and Optionholders December 6, 2016Agreement and Plan of Merger • December 6th, 2016 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 6, 2016, is made by and among Project Diamond Holdings Corporation, a Delaware corporation (the “Company”), Roper Technologies, Inc., a Delaware corporation (“Parent”), Dash I, Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”), and Thoma Bravo, LLC, a Delaware limited liability company, solely in its capacity as representative of the Company’s Stockholders and Optionholders (the “Representative”). Each of the Company, Merger Sub, Parent and, to the extent applicable, Representative, is sometimes referred to herein as a “Party” and, collectively, the “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XI below.
AMENDED AND RESTATED CREDIT AGREEMENT among ROPER INDUSTRIES, INC., as Parent Borrower, The Foreign Subsidiary Borrowers Referred to Herein, The Several Lenders from Time to Time Parties Hereto, BANK OF TOKYO-MITSUBISHI TRUST COMPANY, KEYBANK NATIONAL...Credit Agreement • December 15th, 2004 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of December 29, 2003, as amended and restated as of December 13, 2004, among ROPER INDUSTRIES, INC., a Delaware corporation (the “Parent Borrower”), the Foreign Subsidiary Borrowers (as defined below), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), Bank of Tokyo-Mitsubishi Trust Company, KeyBank National Association and SunTrust Bank, as documentation agents (in such capacity, the “Documentation Agents”), WACHOVIA BANK, NATIONAL ASSOCIATION, as syndication agent (in such capacity, the “Syndication Agent”), and JPMORGAN CHASE BANK, N.A., as administrative agent.
CREDIT AGREEMENT among ROPER INDUSTRIES, INC., as Parent Borrower, The Foreign Subsidiary Borrowers from Time to Time Parties Hereto, The Several Lenders from Time to Time Parties Hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., BARCLAYS BANK PLC,...Credit Agreement • August 2nd, 2012 • Roper Industries Inc • Industrial instruments for measurement, display, and control • New York
Letter of Credit Payments 42 Applications 42 SECTION 4. REPRESENTATIONS AND WARRANTIES 42 Financial Condition 42 No Change 42 Existence; Compliance with Law 42 Power; Authorization; Enforceable Obligations 43 No Legal Bar 43 Litigation 43 Ownership of Property 43 Intellectual Property 43 Taxes 44 Federal Regulations 44 Labor Matters 44 ERISA; Employee Benefit plans 44 Investment Company Act; Other Regulations 45 Subsidiaries 45 Use of Proceeds 45 Environmental Matters 45 Accuracy of Information, etc. 45 OFAC and Anti-Corruption; Patriot Act 46 SECTION 5. CONDITIONS PRECEDENT 46 Conditions to Initial Extension of Credit 46 Conditions to Each Extension of Credit 47 Initial Loan to Each New Foreign Subsidiary Borrower 47 SECTION 6. AFFIRMATIVE COVENANTS 48 Financial Statements 48 Certificates; Other Information 48 Payment of Taxes 49 Maintenance of Existence; Compliance 49 Maintenance of Property; Insurance 50 Inspection of Property; Books and Records; Discussions 50 Notices 50 Environmen
ROPER TECHNOLOGIES, INC. PERFORMANCE SHARE UNIT AWARD AGREEMENTPerformance Share Unit Award Agreement • February 22nd, 2024 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • Delaware
Pursuant to this Performance Share Unit Award Agreement (this “Award Agreement”), and subject to the terms and conditions herein and in the Roper Technologies, Inc. 2021 Incentive Plan (the “Plan”), Roper Technologies, Inc. (the “Company”) grants an Award of performance based Restricted Stock Units (“Performance Share Units” or “PSUs”) to the following identified Grantee with the following specified terms:
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • December 7th, 2016 • Roper Technologies Inc • Industrial instruments for measurement, display, and control • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of December 2, 2016 (this “Amendment”), which amends that certain Credit Agreement, dated as of September 23, 2016 (as in effect prior to this Amendment, the “Existing Credit Agreement”) by and among Roper Technologies, Inc., (the “Parent Borrower”), the Foreign Subsidiary Borrowers party thereto from time to time, the Lenders party thereto from time to time (the “Lenders”), JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), and the other agents and parties thereto.
GRANTED TO NUMBER OF OPTIONS SHARES PER OPTION EXERCISE PRICE PER SHARE GRANT DATE EXPIRATION DATE DATE RECEIVEDIncentive Stock Option Agreement • April 22nd, 2005 • Roper Industries Inc /De/ • Industrial instruments for measurement, display, and control • Georgia
INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) by and between the undersigned (“Optionee”) and Roper Industries, Inc., a Delaware corporation, having a place of business at 2160 Satellite Boulevard, Suite 200, Duluth, Georgia 30097 (alone or collectively with its subsidiaries, the “Company”) with respect to Options granted under the Roper Industries, Inc. 2000 Incentive Plan, as amended (the “Plan”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned such terms in the Plan.
