0001104659-14-049956 Sample Contracts

Contract
Registration Rights Agreement • July 2nd, 2014 • Servicemaster Co, LLC • Services-to dwellings & other buildings • New York

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of June 26, 2014 (as it may be amended from time to time, this “Agreement”), is made among ServiceMaster Global Holdings, Inc., a Delaware corporation (the “Company”), each Holder listed on the signature pages of this Agreement and any other stockholder of the Company that may become a party to this Agreement pursuant to the terms hereof. Capitalized terms used in this Agreement without definition have the meaning set forth in Section 11.

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SERVICEMASTER GLOBAL HOLDINGS, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of June 26, 2014
Stockholders Agreement • July 2nd, 2014 • Servicemaster Co, LLC • Services-to dwellings & other buildings • New York

SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of June 26, 2014, among (i) ServiceMaster Global Holdings, Inc., a Delaware corporation (the “Company”), (ii) each CD&R Investor, (iii) each StepStone Investor, (iv) each other Stockholder listed on the signature pages hereof and (v) any other Stockholder that may become a party to this Agreement after the date and pursuant to the terms hereof. Capitalized terms used herein without definition shall have the meanings set forth in Section 5.1.

GUARANTEE AND COLLATERAL AGREEMENT made by THE SERVICEMASTER COMPANY, LLC, CDRSVM HOLDING, LLC, and certain of its Subsidiaries, in favor of JPMORGAN CHASE BANK, N.A., as Collateral Agent Dated as of July 1, 2014
Guarantee and Collateral Agreement • July 2nd, 2014 • Servicemaster Co, LLC • Services-to dwellings & other buildings • New York

GUARANTEE AND COLLATERAL AGREEMENT, dated as of July 1, 2014, made by THE SERVICEMASTER COMPANY, LLC, a Delaware limited liability company (the “Borrower”), CDRSVM HOLDING, LLC, a Delaware limited liability company (“Holding”) and certain Subsidiaries of the Borrower from time to time party hereto, in favor of JPMORGAN CHASE BANK, N.A., as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time parties to the Credit Agreement described below.

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