10-12b-a Sample Contracts

November 16th, 2012 · Common Contracts · 1000 similar
AbbVie Inc.ABBVIE INC. and U.S. BANK NATIONAL ASSOCIATION, as Trustee

INDENTURE, dated as of November 8, 2012 between AbbVie Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 1 North Waukegan Road, North Chicago, Illinois 60064, and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee (herein called the “Trustee”).

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October 30th, 2020 · Common Contracts · 844 similar
Concentrix CorpCREDIT AGREEMENT Dated as of October 16, 2020 among CONCENTRIX CORPORATION, as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, BANK OF AMERICA, N.A., as the Administrative Agent, the Swing Line Lender and an L/C Issuer, ...

This CREDIT AGREEMENT is entered into as of October 16, 2020 among CONCENTRIX CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), the L/C Issuers (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.

March 17th, 2016 · Common Contracts · 677 similar
PNK Entertainment, Inc.AGREEMENT AND PLAN OF MERGER among PINNACLE ENTERTAINMENT, INC., PNK HOLDINGS, INC., PNK DEVELOPMENT 32, INC., and AMERISTAR CASINOS, INC. Dated as of December 20, 2012

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 20, 2012, between PINNACLE ENTERTAINMENT, INC., a Delaware corporation (“Parent”), PNK HOLDINGS, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“HoldCo”), PNK DEVELOPMENT 32, INC., a Nevada corporation and a wholly-owned Subsidiary of HoldCo (“Merger Sub”) and AMERISTAR CASINOS, INC., a Nevada corporation (the “Company”).

November 12th, 2020 · Common Contracts · 675 similar
Aaron's Company, Inc.CREDIT AGREEMENT dated as of November 9, 2020 among AARON’S, LLC, as the Borrower, AARON’S SPINCO, INC., as Holdings THE LENDERS FROM TIME TO TIME PARTY HERETO, and TRUIST BANK, as Administrative Agent, Swingline Lender and an Issuing Bank BANK OF ...

THIS CREDIT AGREEMENT (this “Agreement”) is made and entered into as of November 9, 2020, by and among AARON’S, LLC, a Georgia limited liability company (the “Borrower”), AARON’S SPINCO, INC., a Georgia corporation (“Holdings”), the several banks and other financial institutions from time to time party hereto (the “Lenders”) and TRUIST BANK, in its capacity as Administrative Agent for the Lenders (the “Administrative Agent”).

July 18th, 2001 · Common Contracts · 654 similar
Viasys Healthcare IncBETWEEN
October 21st, 2015 · Common Contracts · 581 similar
Associated Capital Group, Inc.INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”) is made as of , 2015 by and between Associated Capital Group, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.

March 28th, 2016 · Common Contracts · 476 similar
Alj Regional Holdings IncALJ REGIONAL HOLDINGS, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent RIGHTS AGREEMENT Dated as of May 13, 2009

RIGHTS AGREEMENT, dated as of May 13, 2009 (the “Agreement”), between ALJ Regional Holdings, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York limited liability trust company, as rights agent (the “Rights Agent”).

June 13th, 2019 · Common Contracts · 472 similar
IAA Spinco Inc.IAA SPINCO INC., as the Company, the GUARANTORS from time to time party hereto AND U.S. Bank National Association, as Trustee 5.500% Senior Notes due 2027

INDENTURE dated as of June 6, 2019 (as amended supplemented or otherwise modified from time to time, this “Indenture”), among IAA Spinco Inc., a corporation organized under the laws of the State of Delaware (the “Company”), the guarantors from time to time party hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

September 27th, 2016 · Common Contracts · 464 similar
Yum China Holdings, Inc.YUM CHINA HOLDINGS, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Rights Agreement Dated as of , 2016

Rights Agreement, dated as of [·], 2016, between Yum China Holdings, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”).

November 5th, 2019 · Common Contracts · 437 similar
Baudax Bio, Inc.INDEMNIFICATION AGREEMENT

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [ ], 2019 between Baudax Bio, Inc., a Pennsylvania corporation (the “Company”), and [ ] (“Indemnitee”).

June 3rd, 2003 · Common Contracts · 431 similar
Mindspeed Technologies IncAND MELLON INVESTOR SERVICES LLC, AS RIGHTS AGENT FORM OF
May 13th, 2015 · Common Contracts · 382 similar
Chemours CoTHE CHEMOURS COMPANY $1,350,000,000 6.625% Senior Notes due 2023 $750,000,000 7.000% Senior Notes due 2025 €360,000,000 6.125% Senior Notes due 2023 REGISTRATION RIGHTS AGREEMENT

The Chemours Company, a Delaware corporation (the “Issuer”), (a) proposes to issue and sell to the several initial purchasers named in Schedule A-1 of the Purchase Agreement (as defined below) (collectively, the “Initial Dollar Purchasers”), upon the terms set forth in a purchase agreement dated as of May 5, 2015 (the “Purchase Agreement”), (i) $1,350,000,000 aggregate principal amount of its 6.625% Senior Notes due 2023 (the “2023 Dollar Notes”) and (ii) $242,951,000 aggregate principal amount of its 7.000% Senior Notes due 2025 (the “2025 Dollar Notes” and, together with the 2023 Dollar Notes, the “Dollar Notes”), (b) the selling noteholders listed in Schedule B of the Purchase Agreement (the “Selling Noteholders”) propose to sell to the several Initial Dollar Purchasers $507,049,000 aggregate principal amount of 2025 Dollar Notes and (c) the Issuer proposes to issue and sell to the several initial purchasers named in Schedule A-2 of the Purchase Agreement (collectively, the “Initial

May 4th, 2018 · Common Contracts · 382 similar
Spirit MTA REITINDEMNIFICATION AGREEMENT

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 20 , by and between Spirit MTA REIT, a Maryland trust (the “Company”), and (“Indemnitee”).

March 29th, 2011 · Common Contracts · 357 similar
Marathon Petroleum CorpReconciliation and Tie between Sections 3.10 through 3.18(a), Inclusive, of the Trust Indenture Act of 1939 and Sections of this Indenture:

INDENTURE, dated as of February 1, 2011, between MARATHON PETROLEUM CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 539 South Main Street, Findlay, Ohio 45840-3229, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (herein called the “Trustee”).

June 13th, 2014 · Common Contracts · 349 similar
Chesapeake Oilfield Operating LLCContract

This Indenture, dated as of June [ ], 2014 is among Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company, to be known upon the consummation of the Conversion (which is anticipated to occur after the Issue Date) as Seventy Seven Energy Inc. (the “Company”), the guarantors listed on the signature page hereof (each, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

November 23rd, 2016 · Common Contracts · 338 similar
Hilton Grand Vacations Inc.INDENTURE Dated as of October 24, 2016 Among HILTON GRAND VACATIONS BORROWER LLC, as the Issuer, HILTON GRAND VACATIONS BORROWER INC., as the Co-Issuer, the Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee ...

INDENTURE, dated as of October 24, 2016, among Hilton Grand Vacations Borrower LLC, a Delaware limited liability company (the “Issuer”), Hilton Grand Vacations Borrower Inc., a Delaware corporation wholly owned by the Issuer (the “Co-Issuer” and together with the Issuer, the “Issuers”), the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, a national banking association, as Trustee.

May 22nd, 2015 · Common Contracts · 302 similar
Columbia Pipeline Group, Inc.REGISTRATION RIGHTS AGREEMENT by and among Columbia Pipeline Group, Inc., Subsidiary Guarantors, listed on the signature pages hereof, and Mitsubishi UFJ Securities (USA), Inc. Scotia Capital (USA) Inc. as representatives of the Initial Purchasers Dated ...

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 22, 2015, by and among Columbia Pipeline Group, Inc., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors” and each a “Guarantor”), and J.P. Morgan Securities LLC, Mitsubishi UFJ Securities (USA), Inc., and Scotia Capital (USA) Inc., as representatives of the initial purchasers (the “Representatives”) listed on Schedule 1 to the Purchase Agreement (as defined below) (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 2.45% Senior Notes due 2018 (the “Initial 2018 Notes”), the Company’s 3.30% Senior Notes due 2020 (the “Initial 2020 Notes”), the Company’s 4.50% Senior Notes due 2025 (the “Initial 2025 Notes”) and the Company’s 5.80% Senior Notes due 2045 (the “Initial 2045 Notes,” and collectively with the Initial 2018 Notes, the Initial 2020 Notes and the I

November 8th, 2004 · Common Contracts · 213 similar
Rainbow Media Enterprises, Inc.INDENTURE
July 13th, 2001 · Common Contracts · 193 similar
Pitney Bowes Office Systems IncEXHIBIT 10.19 RIGHTS AGREEMENT
November 12th, 1999 · Common Contracts · 181 similar
Water Pik Technologies IncAND
October 14th, 2011 · Common Contracts · 175 similar
Marriott Vacations Worldwide CorpCREDIT AGREEMENT among MARRIOTT VACATIONS WORLDWIDE CORPORATION MARRIOTT OWNERSHIP RESORTS, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A. and DEUTSCHE BANK SECURITIES INC. as Co- Documentation Agents and ...

CREDIT AGREEMENT (this “Agreement”), dated as of October [—], 2011, among MARRIOTT VACATIONS WORLDWIDE CORPORATION, a Delaware corporation (“MVWC”), MARRIOTT OWNERSHIP RESORTS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), Bank of America, N.A. and Deutsche Bank Securities Inc., as co-documentation agents (collectively, in such capacity, the “Documentation Agents”), Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc. as co-syndication agents (collectively, in such capacity, the “Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

April 16th, 2008 · Common Contracts · 168 similar
Dr Pepper Snapple Group, Inc.AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 11, 2008 among DR PEPPER SNAPPLE GROUP, INC., as Borrower THE LENDERS AND ISSUING BANK PARTY HERETO and JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. as Syndication Agent ...

AMENEDED AND RESTATED CREDIT AGREEMENT dated as of April 11, 2008 (this “Agreement”), among DR PEPPER SNAPPLE GROUP, INC., as Borrower, the LENDERS and ISSUING BANKS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A., as Syndication Agent, and GOLDMAN SACHS CREDIT PARTNERS L.P., MORGAN STANLEY SENIOR FUNDING, INC. and UBS SECURITIES LLC, as Documentation Agents.

October 15th, 2013 · Common Contracts · 163 similar
Allegion PLCExchange and Registration Rights Agreement

Allegion US Holding Company Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $300,000,000 in aggregate principal amount of its 5.75% Senior Notes due 2021 (the “Securities”), which are unconditionally guaranteed by Allegion public limited company (“Parent”), which, upon the completion of the Separation (as defined in the Purchase Agreement), will become the parent company of the Company and each of the other guarantors listed on Schedule II to the Purchase Agreement (together with Parent, the “Guarantors”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

March 26th, 2018 · Common Contracts · 144 similar
nVent Electric PLCCREDIT AGREEMENT dated as of March 23, 2018 among NVENT ELECTRIC plc as Parent, NVENT FINANCE S.À R.L. as Company, PENTAIR TECHNICAL PRODUCTS HOLDINGS, INC. as an Affiliate Borrower The Other Affiliate Borrowers From Time to Time Party Hereto, The ...

CREDIT AGREEMENT (this “Agreement”) dated as of March 23, 2018 among NVENT ELECTRIC plc, an Irish public limited company, NVENT FINANCE S.À R.L., a Luxembourg private limited liability company (Société à responsabilité limitée) having its registered office at 26, boulevard Royal, L-2449 Luxembourg and registered with the Luxembourg Trade and Companies Register under number B219846, the other AFFILIATE BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., CITIBANK, N.A. and U.S. BANK NATIONAL ASSOCIATION, as Syndication Agents and GOLDMAN SACHS BANK USA, WELLS FARGO BANK, NATIONAL ASSOCIATION, HSBC BANK USA, NATIONAL ASSOCIATION and DEUTSCHE BANK SECURITIES INC., as Documentation Agents.

August 19th, 2019 · Common Contracts · 122 similar
Pennant Group, Inc.CREDIT AGREEMENT dated as of [ ● ], 2019 among THE PENNANT GROUP, INC. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and SUNTRUST BANK as Administrative Agent SUNTRUST ROBINSON HUMPHREY, INC., BOFA SECURITIES, INC. and REGIONS SECURITIES LLC as ...

THIS CREDIT AGREEMENT (as amended, restated, amended and restated, supplemented, or otherwise modified from time to time, this “Agreement”) is made and entered into as of [ ● ], 2019, by and among THE PENNANT GROUP, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”) and SUNTRUST BANK, in its capacity as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), as issuing bank (in such capacity, an “Issuing Bank”) and as swingline lender (in such capacity, the “Swingline Lender”).

April 19th, 2018 · Common Contracts · 120 similar
Wyndham Hotels & Resorts, Inc.FORM OF] INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “Agreement”) is made as of [ ], 2018 by and between Wyndham Hotels & Resorts, Inc., a Delaware corporation (the “Corporation”), in its own name and on behalf of its direct and indirect subsidiaries, and the undersigned, an individual (“Indemnitee”).

July 18th, 2014 · Common Contracts · 118 similar
Keysight Technologies, Inc.KEYSIGHT TECHNOLOGIES, INC. INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”) is entered into as of , by and between Keysight Technologies, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).

November 30th, 2012 · Common Contracts · 114 similar
Prothena Corp PLCLEASE AGREEMENT

THIS LEASE AGREEMENT (this “Lease”) is made this 18th day of March, 2010 (“Lease Date”), between ARE-SAN FRANCISCO NO. 33, LLC, a Delaware limited liability company (“Landlord”), and ELAN PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).

April 22nd, 2014 · Common Contracts · 113 similar
Civeo CorpINDEMNIFICATION AGREEMENT

This Indemnification Agreement (the “Agreement”) is made as of by and between Civeo Corporation, a Delaware corporation (the “Company”), and (the “Indemnitee”).

March 22nd, 2002 · Common Contracts · 107 similar
Opticnet IncRECITALS
August 9th, 2013 · Common Contracts · 100 similar
Murphy USA Inc.MURPHY OIL USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO [—]% Senior Notes Due 2023 INDENTURE Dated as of August [—], 2013 U.S. BANK NATIONAL ASSOCIATION as Trustee, Registrar and Paying Agent

INDENTURE dated as of August [—], 2013, among MURPHY OIL USA, INC., a Delaware corporation (the “Company”), MURPHY USA INC., a Delaware corporation (“Holdings”), each SUBSIDIARY GUARANTOR from time to time a party hereto and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).

May 6th, 2015 · Common Contracts · 98 similar
Babcock & Wilcox Enterprises, Inc.FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT

This Director and Officer Indemnification Agreement, dated as of the day of 20 (this “Agreement”), is made by and between Babcock & Wilcox Enterprises, Inc., a Delaware corporation (the “Company”), and [insert name of director or officer] (“Indemnitee”).

October 7th, 2014 · Common Contracts · 97 similar
Halyard Health, Inc.FORM OF CREDIT AGREEMENT Dated as of [ ], 2014 among HALYARD HEALTH, INC., as Borrower, MORGAN STANLEY SENIOR FUNDING, INC., as Term Loan Administrative Agent, CITIBANK, N.A., as Revolver Administrative Agent and Swing Line Lender, THE OTHER LENDERS ...

This CREDIT AGREEMENT (this “Agreement”) is entered into as of [ ], 2014 among Halyard Health, Inc., a Delaware corporation, as borrower (the “Borrower”), the other Guarantors party hereto from time to time, Morgan Stanley Senior Funding, Inc. (“MSSF”), as Term Loan Administrative Agent and Collateral Agent, Citibank, N.A. (“Citibank”) as Revolver Administrative Agent, the Swing Line Lender and an L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

May 27th, 2015 · Common Contracts · 96 similar
Energizer SpinCo, Inc.ENERGIZER SPINCO, INC. PURCHASE AGREEMENT

Introductory. Energizer SpinCo, Inc., a Missouri corporation (the “Company”), proposes to issue and sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and the other several Initial Purchasers named in Annex A (the “Initial Purchasers”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $600,000,000 aggregate principal amount of the Company’s 5.500% Senior Notes due 2025 (the “Notes”), pursuant to the terms of this purchase agreement (the “Agreement”). Merrill Lynch has agreed to act as the representative of the several Initial Purchasers (the “Representative”) in connection with the offering and sale of the Notes.

May 13th, 2015 · Common Contracts · 96 similar
Chemours CoCREDIT AGREEMENT dated as of May 12, 2015, among THE CHEMOURS COMPANY, as Borrower, The Lenders and Issuing Banks Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, CREDIT SUISSE SECURITIES (USA) LLC, GOLDMAN ...

CREDIT AGREEMENT dated as of May 12, 2015 (this “Agreement”), among The Chemours Company, a Delaware corporation, the LENDERS and ISSUING BANKS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.