SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 1, 1999 FIRSTSERVICE CORPORATION AS CANADIAN BORROWERCredit Agreement • August 12th, 1999 • Firstservice Corp • Services-detective, guard & armored car services • Ontario
ANDCredit Agreement • August 14th, 2001 • Firstservice Corp • Services-detective, guard & armored car services • Ontario
EXHIBIT 10.2 SECOND AMENDMENT TO AGREEMENT Reference is made to the Third Amended and Restated Credit Agreement dated as of June 21, 2001, among the FirstService Corporation, as Canadian Borrower and FirstService (USA), Inc. and FirstService Delaware,...To Agreement • October 27th, 2003 • Firstservice Corp • Services-detective, guard & armored car services • Ontario
TRANSFER AND ADMINISTRATION AGREEMENT Dated as of April 12, 2019 by and among COLLIERS RECEIVABLES FUNDING LLC, COLLIERS INTERNATIONAL WA, LLC, as initial Servicer, COLLIERS INTERNATIONAL USA, LLC, and each other entity from time to time party hereto...Transfer and Administration Agreement • April 25th, 2019 • Colliers International Group Inc. • Real estate • New York
COLLIERS INTERNATIONAL EMEA FINCO PLC COLLIERS INTERNATIONAL GROUP INC. SECOND AMENDMENT Dated as of March 27, 2020 to NOTE PURCHASE AGREEMENT Dated as of May 17, 2018 SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 22nd, 2020 • Colliers International Group Inc. • Real estate • New York
THIS SECOND AMENDMENT dated as of March 27, 2020 (this “Second Amendment”), to the Note Purchase Agreement dated as of May 17, 2018, (as amended pursuant to the First Amendment dated April 4, 2019) is by and among COLLIERS INTERNATIONAL EMEA FINCO PLC (the “Company”), COLLIERS INTERNATIONAL GROUP INC. (the “Parent Guarantor”, and together with the Company, the “Obligors”) and each of the institutions that is a signatory to this Second Amendment (collectively, the “Noteholders”).
FIRSTSERVICE CORPORATION FIRSTSERVICE DELAWARE, LP AMENDED AND RESTATED NOTE AND GUARANTEE AGREEMENT Dated as of January 16, 2013 U.S.$100,000,000 5.44% Guaranteed Senior Secured Notes due April 1, 2015Note and Guarantee Agreement • January 18th, 2013 • Firstservice Corp • Real estate • New York
Tab A: Schedule A -- Information Relating to Existing Noteholders Tab B: Schedule B -- Defined Terms Tab C: Schedule C -- Unrestricted Entities Schedule D -- Immaterial Subsidiaries Schedule E -- Excluded Subsidiaries Tab D: Schedule 4.9 -- Change in Corporate Structure Schedule 5.3 -- Disclosure Materials Schedule 5.4(a) -- Subsidiaries and Ownership of Subsidiary Stock Schedule 5.4(b) -- Company Organizational Chart Schedule 5.4(c) -- Directors and Senior Officers Schedule 5.4(d) -- Restrictive Agreements Schedule 5.5 -- Financial Statements Schedule 5.8 -- Certain Litigation Schedule 5.11 -- Patents, etc. Schedule 5.15 -- Existing Indebtedness/Liens Schedule 5.21 -- Security Documents Tab E: Exhibit 1 -- Form of Amended and Restated 5.44% Guaranteed Senior Secured Note due April 1, 2015 Exhibit 1-A -- Form of Amended and Restated Guarantee Endorsement Tab F: Exhibit 4.4(a)(i) -- Form of Opinion of U.S. Counsel for the Obligors and the Subsidiary Guarantors Tab G: Exhibit 4.4(a)(ii)
TRANSITIONAL SERVICES AND SEPARATION AGREEMENT AMONG FIRSTSERVICE CORPORATION AND NEW FSV CORPORATION AND FSV HOLDCO ULC AND FIRSTSERVICE COMMERCIAL REAL ESTATE SERVICES INC. AND OTHERSTransitional Services and Separation Agreement • June 3rd, 2015 • Colliers International Group Inc. • Real estate • Ontario
THIS TRANSITIONAL SERVICES AND SEPARATION AGREEMENT is made effective as of 12:00:01 a.m. (Toronto, Ontario local time) on the 1st day of June, 2015
COLLIERS INTERNATIONAL GROUP INC. as Issuer, as U.S. Trustee and as Canadian Trustee Indenture Dated as of [__________]Colliers International Group Inc. • February 20th, 2024 • Real estate • New York
INDENTURE, dated as of ____________, between COLLIERS INTERNATIONAL GROUP INC., a corporation existing under the Business Corporations Act (Ontario) (herein called the “Company”), having its principal office at 1140 Bay Street, Suite 4000, Toronto, Ontario, Canada M5S 2B4, and ____________, a ____________, organized under the laws of ____________, as U.S. trustee (herein called the “U.S. Trustee”), and ____________, a ____________, organized under the laws of ____________, as Canadian trustee (the “Canadian Trustee” and, together with the U.S. Trustee, the “Trustees”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 27th, 2024 • Colliers International Group Inc. • Real estate • Ontario
FIRSTSERVICE CORPORATION FIRSTSERVICE DELAWARE, LP NOTE AND GUARANTEE AGREEMENT Dated as of January 16, 2013 U.S.$150,000,000 3.84% Guaranteed Senior Secured Notes due January 16, 2025Firstservice Corporation • January 18th, 2013 • Firstservice Corp • Real estate • New York
Tab A: Schedule A -- Information Relating to Purchasers Tab B: Schedule B -- Defined Terms Schedule C -- Unrestricted Entities -- Immaterial Subsidiaries Tab C: Schedule D Schedule E -- Excluded Subsidiaries Tab D: Schedule 4.9 -- Change in Corporate Structure Schedule 5.3 -- Disclosure Materials Schedule 5.4(a) -- Subsidiaries and Ownership of Subsidiary Stock Schedule 5.4(b) -- Company Organizational Chart Schedule 5.4(c) -- Directors and Senior Officers Schedule 5.4(d) -- Restrictive Agreements Schedule 5.5 -- Financial Statements Schedule 5.8 -- Certain Litigation Schedule 5.11 -- Patents, etc. Schedule 5.14 -- Use of Proceeds Schedule 5.15 -- Existing Indebtedness/Liens Schedule 5.21 -- Security Documents Tab E: Exhibit 1 -- Form of 3.84% Guaranteed Senior Secured Note due January 16, 2025 Exhibit 1-A -- Form of Guarantee Endorsement Tab F: Exhibit 4.4(a)(i) -- Form of Opinion of U.S. Counsel for the Obligors and the Subsidiary Guarantors Tab G: Exhibit 4.4(a)(ii) -- Form of Opini
SIXTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MARCH 1, 2012 FIRSTSERVICE CORPORATION AS CANADIAN BORROWER AND FIRSTSERVICE (USA), INC. AND FIRSTSERVICE DELAWARE, LP AS U.S. BORROWERS AND THE WHOLLY-OWNED SUBSIDIARIES NAMED ON THE EXECUTION...Credit Agreement • March 5th, 2012 • Firstservice Corp • Real estate • Ontario
WHEREAS, the Canadian Borrower, the Unlimited Guarantors, Dresdner Bank Canada, The Toronto-Dominion Bank, First Chicago NBD Bank Canada and Dresdner Bank Canada as Agent entered into a Credit Agreement dated as of December 16, 1996 (the “Original Credit Agreement”);
Colliers International EMEA Finco PLC Colliers International Group Inc. Fifth Amendment Dated as of July 28, 2021 to Note Purchase Agreement Dated as of May 17, 20182018 Note Agreement • August 6th, 2021 • Colliers International Group Inc. • Real estate • New York
This Fifth Amendment dated as of July 28, 2021 (this “Fifth Amendment”), to the Note Purchase Agreement dated as of May 17, 2018, (as amended pursuant to the First Amendment dated April 4, 2019, as amended by the Second Amendment dated March 27, 2020, as amended by the Third Amendment dated May 13, 2020 and as amended by the Fourth Amendment dated October 9, 2020) is by and among Colliers International EMEA Finco PLC (the “Company”), Colliers International Group Inc. (the “Parent Guarantor”, and together with the Company, the “Obligors”) and each of the institutions that is a signatory to this Fifth Amendment (collectively, the “Noteholders”).
AMENDMENT AGREEMENTAmendment Agreement • July 29th, 2011 • Firstservice Corp • Real estate • New York
This Amendment Agreement (this “Amendment”) is entered into as of the 24th day of June, 2011, among (i) FirstService Delaware, LP, a Delaware limited partnership (the “Company”); (ii) FirstService Corporation, an Ontario corporation (the “Parent” and together with the Company, the “Obligors”); and (iii) the holders of the 6.40% Guaranteed Senior Secured Notes due 2015 signatories hereto (together with their respective successors and assigns, the “2003 Noteholders”).
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 1, 2005 FIRSTSERVICE CORPORATION AS CANADIAN BORROWER AND FIRSTSERVICE (USA), INC. AND FIRSTSERVICE DELAWARE, LP AS U.S. BORROWERS AND THE WHOLLY-OWNED SUBSIDIARIES NAMED ON THE EXECUTION...Fourth Amended • April 15th, 2005 • Firstservice Corp • Services-detective, guard & armored car services • Ontario
WHEREAS, the Canadian Borrower, the Unlimited Guarantors, Dresdner Bank Canada, The Toronto-Dominion Bank, First Chicago NBD Bank Canada and Dresdner Bank Canada as Agent entered into a Credit Agreement dated as of December 16, 1996 (the “Original Credit Agreement”);
TRUST AGREEMENTTrust Agreement • April 21st, 2021 • Colliers International Group Inc. • Real estate • Ontario
TSX TRUST COMPANY, a trust company existing under the laws of Canada duly authorized to carry on the business of a trust company in the Province of Ontario and having an office in the City of Toronto, in the Province of Ontario
AMENDMENT AGREEMENTAmendment Agreement • February 26th, 2010 • Firstservice Corp • Real estate • New York
This Amendment Agreement (this “Amendment”) is entered into as of the 7th day of March, 2009, among (i) FirstService Delaware, LP, a Delaware limited partnership (the “Company”); (ii) FirstService Corporation, an Ontario corporation (the “Parent” and together with the Company, the “Obligors”); and (iii) the holders of the 8.06% Guaranteed Senior Secured Notes due 2011 signatories hereto (together with their respective successors and assigns, the “2001 Noteholders”).
SECURITIES PURCHASE AGREEMENT BY AND AMONG HARRISON STREET REAL ESTATE CAPITAL LLC, THE SELLERS PARTY HERETO, THE SELLER REPRESENTATIVES, COLLIERS INVESTMENT MANAGEMENT HOLDINGS, LLC AND solely for the limited purposes set forth herein, COLLIERS...Securities Purchase Agreement • May 22nd, 2018 • Colliers International Group Inc. • Real estate • Delaware
This Securities Purchase Agreement (this “Agreement”) is made as of May 11, 2018, by and among Harrison Street Real Estate Capital LLC, a Delaware limited liability company (the “Company”), Christopher Galvin, Michael Galvin, Christopher Merrill, as trustee for [REDACTED], Dean Egerter, Steve Gordon and Rob Mathias (collectively, the “Sellers”), Colliers Investment Management Holdings, LLC, a Delaware limited liability company (the “Buyer”) and [REDACTED], in their capacity as the Seller Representatives, and, solely for the limited purposes of Section 11.22, Colliers International Group Inc., a corporation existing under the Laws of the Province of Ontario, Canada (“Parent”).
THIRD AMENDMENTFirstservice Corp • July 29th, 2011 • Real estate • Ontario
Reference is made to the Fifth Amended and Restated Credit Agreement dated as of September 6, 2007 by and among, amongst others, FirstService Corporation, as Canadian Borrower, FirstService (USA), Inc. and FirstService Delaware, LP, as U.S. Borrowers (together with the Canadian Borrower, the “Borrowers”), the Wholly-Owned Subsidiaries named on the execution pages thereof, as Unlimited Guarantors (the “Unlimited Guarantors”), the banks named on the execution pages thereof, as Lenders (the “Lenders”), TD Securities, as Lead Arranger and Bookrunner, The Toronto-Dominion Bank, as Collateral Agent (the “Collateral Agent”) and Canadian Administration Agent, Toronto Dominion (Texas) LLC, as U.S. Administration Agent (the “5th ARCA”), as amended by the Waiver and First Amendment dated as of January 25, 2008 and by the Third Waiver and Second Amendment dated as of March 31, 2009, as the same may be further amended, supplemented, revised, restated or replaced from time to time (the “Credit Agree
ContractShare Purchase Agreement • April 22nd, 2008 • Firstservice Corp • Real estate • Ontario
THIS SHARE PURCHASE AGREEMENT (this "Agreement"), executed and delivered by all of the parties hereto as of the 14th day of April, 2008 (the "Agreement Date"), is
AMENDMENT AGREEMENTAmendment Agreement • February 26th, 2010 • Firstservice Corp • Real estate • New York
This Amendment Agreement (this “Amendment”) is entered into as of the 7th day of March, 2009, among (i) FirstService Delaware, LP, a Delaware limited partnership (the “Company”); (ii) FirstService Corporation, an Ontario corporation (the “Parent” and together with the Company, the “Obligors”); and (iii) the holders of the 6.40% Guaranteed Senior Secured Notes due 2015 signatories hereto (together with their respective successors and assigns, the “2003 Noteholders”).
AMENDMENT NO. 1 AND WAIVER TO TRANSFER AND ADMINISTRATION AGREEMENTTransfer and Administration Agreement • October 25th, 2019 • Colliers International Group Inc. • Real estate
This Amendment No. 1 and Waiver to Transfer and Administration Agreement (this “Amendment”) is entered into as of September 20, 2019 by and among COLLIERS RECEIVABLES FUNDING LLC, a Delaware limited liability company (the “SPV”), COLLIERS INTERNATIONAL USA, LLC, a Delaware limited liability company (the “Initial Originator”), COLLIERS INTERNATIONAL WA, LLC, a Delaware limited liability company (the “Servicer”), Colliers International Group Inc. (“Colliers”), the Committed Investors (as defined below) party hereto and MIZUHO BANK, LTD., a Japanese banking corporation, as agent under the Second Tier Agreement referred to below (in such capacity, together with its successors and assigns, the “Agent”).
TRUST AGREEMENTTrust Agreement • April 21st, 2021 • Colliers International Group Inc. • Real estate • Ontario
TSX TRUST COMPANY, a trust company existing under the laws of Canada duly authorized to carry on the business of a trust company in the Province of Ontario and having an office in the City of Toronto, in the Province of Ontario (the "Trustee")
FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 22nd, 2020 • Colliers International Group Inc. • Real estate • Ontario
THIS FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the Fourth Amendment) is executed by the parties hereto as of the 13th day of May, 2020.
ARRANGEMENT AGREEMENTArrangement Agreement • March 12th, 2015 • Firstservice Corp • Real estate • Ontario
FSV HOLDCO ULC, an unlimited liability company existing pursuant to the laws of the Province of British Columbia ("FSV Holdco")
THIS TRANSACTION AGREEMENT is made this 26th day of February, 2021 (the “Agreement Date”)Registration Rights Agreement • March 3rd, 2021 • Colliers International Group Inc. • Real estate • Ontario
This Registration Rights Agreement (the “Agreement”) is made this [l] day of [l], 2021 (the “Effective Date”) between Colliers International Group Inc., a corporation existing under the laws of the Province of Ontario (the “Corporation”) and Henset Capital Inc. (“Henset”).
CONSENTFirstservice Corp • February 26th, 2010 • Real estate • Ontario
Reference is made to the Fifth Amended and Restated Credit Agreement dated as of September 6, 2007 by and among, amongst others, FirstService Corporation, as Canadian Borrower, FirstService (USA), Inc. and FirstService Delaware, LP, as U.S. Borrowers (together with the Canadian Borrower, the “Borrowers”), the Wholly-Owned Subsidiaries named on the execution pages thereof, as Unlimited Guarantors, the banks named on the execution pages thereof, as Lenders (the “Lenders”), TD Securities, as Lead Arranger and Bookrunner, The Toronto-Dominion Bank, as Collateral Agent (the “Collateral Agent”) and Canadian Administration Agent and Toronto Dominion (Texas) LLC, as U.S. Administration Agent, as amended to the date hereof and as the same may be further amended, supplemented, revised, restated or replaced from time to time, (the “Agreement”).
THIRD WAIVER AND SECOND AMENDMENT TO AGREEMENTThird Waiver And • February 26th, 2010 • Firstservice Corp • Real estate • Ontario
Reference is made to the Fifth Amended and Restated Credit Agreement dated as of September 6, 2007 by and among, amongst others, FirstService Corporation, as Canadian Borrower, FirstService (USA), Inc. and FirstService Delaware, LP, as U.S. Borrowers (together with the Canadian Borrower, the “Borrowers”), the Wholly-Owned Subsidiaries named on the execution pages thereof, as Unlimited Guarantors, the banks named on the execution pages thereof, as Lenders (the “Lenders”), TD Securities, as Lead Arranger and Bookrunner, The Toronto-Dominion Bank, as Collateral Agent (the “Collateral Agent”) and Canadian Administration Agent and Toronto Dominion (Texas) LLC, as U.S. Administration Agent, as amended and as the same may be amended, supplemented, revised, restated or replaced from time to time, (the “Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 21st, 2021 • Colliers International Group Inc. • Real estate • Ontario
This Registration Rights Agreement (the “Agreement”) is made this 16th day of April, 2021 (the “Effective Date”) between Colliers International Group Inc., a corporation existing under the laws of the Province of Ontario (the “Corporation”) and Henset Capital Inc. (“Henset”).
CANADIAN TRANSFER AND ADMINISTRATION AGREEMENT Dated as of April 12, 2019 by and among COLLIERS RECEIVABLES FUNDING LP, COLLIERS MACAULAY NICOLLS INC., as initial Servicer, COLLIERS MACAULAY NICOLLS INC., COLLIERS INTERNATIONAL (QUEBEC) INC., COLLIERS...Canadian Transfer and Administration Agreement • April 25th, 2019 • Colliers International Group Inc. • Real estate • New York
AMENDMENT AGREEMENTAmendment Agreement • July 29th, 2011 • Firstservice Corp • Real estate • New York
This Amendment Agreement (this “Amendment”) is entered into as of the 24th day of June, 2011, among (i) FirstService Delaware, LP, a Delaware limited partnership (the “Company”); (ii) FirstService Corporation, an Ontario corporation (the “Parent” and together with the Company, the “Obligors”); and (iii) the holders of the 8.06% Guaranteed Senior Secured Notes due 2011 signatories hereto (together with their respective successors and assigns, the “2001 Noteholders”).
SECOND AMENDMENT TO SUSTAINABILITY LINKED THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 8th, 2023 • Colliers International Group Inc. • Real estate
THIS SECOND AMENDMENT TO SUSTAINABILITY LINKED THIRD AMENDED AND RESTATED CREDIT AGREEMENT (the “Second Amendment”) is executed by the parties hereto as of the 28th day of April, 2023.
Colliers International EMEA Finco PLC Colliers International Group Inc. €125,000,000 1.52% Guaranteed Senior Notes, Series A, due October 7, 2031 $150,000,000 3.02% Guaranteed Senior Notes, Series B, due October 7, 2031 Note Purchase Agreement Dated...Colliers International • August 6th, 2021 • Colliers International Group Inc. • Real estate • New York
TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 25th, 2019 • Colliers International Group Inc. • Real estate • Ontario
AND: COLLIERS INTERNATIONAL HOLDINGS (AUSTRALIA) LIMITED, as Australian Borrower (the Australian Borrower, and together with the Canadian Borrower, the US Borrower, Globestar, EMEA Holdings, collectively, the Borrowers)
SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 21st, 2021 • Colliers International Group Inc. • Real estate • New York
THIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the Sixth Amendment) is executed by the parties hereto as of the 1st day of April, 2021.
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 22nd, 2020 • Colliers International Group Inc. • Real estate • Ontario
AND: COLLIERS INTERNATIONAL HOLDINGS (AUSTRALIA) LIMITED, as Australian Borrower (the Australian Borrower, and together with the Canadian Borrower, the US Borrower, Globestar, EMEA Holdings, collectively, the Borrowers)
