Amendment To Stockholders Agreement Sample Contracts

BJ's Wholesale Club Holdings, Inc. – First Amendment to Stockholders Agreement (May 17th, 2018)
Plymouth Industrial REIT Inc. – Amendment to Stockholders Agreement (April 4th, 2018)

THIS AMENDMENT TO STOCKHOLDERS AGREEMENT (this "Amendment") is entered into as of March 29, 2018, by and among Plymouth Industrial REIT, Inc., a Maryland corporation (the "Company"), and DOF IV REIT Holdings, LLC, a Delaware limited liability company ("DOF Holdings"), and consented to by DOF IV Plymouth PM, LLC, a Delaware limited liability company ("DOF Plymouth").

Chaparral Energy, Inc. – First Amendment to Stockholders Agreement (March 9th, 2018)

THIS FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT (this Amendment) is made and entered into as of March 6, 2018 (the Amendment Date), by and among Chaparral Energy, Inc., a Delaware corporation (the Company), and the Stockholders.

Hilton Worldwide Holdings Inc. – First Amendment to Stockholders Agreement (October 24th, 2016)

This First Amendment to Stockholders Agreement (this Amendment) is entered into as of October 24, 2016, by and among Hilton Worldwide Holdings Inc., a Delaware corporation (the Company), and each of the other parties identified on the signature pages hereto (the Investor Parties). Capitalized terms not defined herein shall have the meanings given to such terms in the Stockholders Agreement, dated as of December 17, 2013, by and among the Company and the Investor Parties (the Existing Agreement).

Amendment to Stockholders' Agreement (August 8th, 2016)

This Amendment to Stockholders' Agreement is entered into by Calamos Asset Management, Inc., a Delaware corporation (the "Company"), as of this 26th day of July, 2016 (this "Amendment").

First Amendment to Stockholder's Agreement (November 19th, 2015)

This FIRST AMENDMENT TO STOCKHOLDER'S AGREEMENT (this "Amendment"), is made and entered into as of November 19, 2015, by and between Churchill Downs Incorporated, a Kentucky corporation (the "Company"), and The Duchossois Group, Inc., an Illinois corporation (the "Stockholder"). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Stockholder's Agreement.

Zayo Group Holdings, Inc. – First Amendment to Stockholders Agreement (September 18th, 2015)

This First Amendment to Stockholders Agreement (this "Amendment"), dated as of September 17, 2015, between Zayo Group Holdings, Inc., a Delaware corporation (the "Company") and each Participant listed on the signature pages hereto, amends that certain Stockholders Agreement between the Company and each Participant named therein, dated as of October 22, 2014 (the "Stockholders Agreement"). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Stockholders Agreement.

Second Amendment to Stockholders Agreement (August 25th, 2015)

This SECOND AMENDMENT TO STOCKHOLDERS AGREEMENT (this Amendment) is made and entered into as of August 21, 2015, by and between Surgical Care Affiliates, Inc., a Delaware corporation (the Company), and TPG Partners V, L.P., TPG FOF V-A, L.P. and TPG FOF V-B, L.P. (together with their Affiliates, TPG or the TPG Investors). Capitalized terms used in this Amendment and not otherwise defined herein shall have the respective meanings assigned to such terms in that certain Stockholders Agreement, dated as of November 4, 2013, by and among the Company, the TPG Investors and the Other Stockholders (as amended, the Stockholders Agreement).

Freeport-McMoRan Oil & Gas Inc. – First Amendment to Stockholders Agreement (August 10th, 2015)

This FIRST AMENDMENT (this First Amendment) TO THE STOCKHOLDERS AGREEMENT dated as of November 17, 2011 (the Agreement) by and among Plains Offshore Operations Inc., a Delaware corporation (the Company), PXP Resources LLC, a Delaware limited liability company, Plains Exploration & Production Company, a Delaware corporation (PXP), PXP Resources LLC, a Delaware limited liability company (PXP Resources) and each investor named in Schedule A thereto (collectively, the Investors) is made and entered into as of December 22, 2011 by and between the Company, PXP, PXP Resources and the Investors.

Freeport-McMoRan Oil & Gas Inc. – Second Amendment to Stockholders Agreement (August 10th, 2015)

This SECOND AMENDMENT (this Second Amendment) TO THE STOCKHOLDERS AGREEMENT dated as of November 17, 2011, as amended by Amendment No. 1 thereto dated as of December 22, 2011 (the Agreement) by and among Plains Offshore Operations Inc., a Delaware corporation (the Company), Plains Exploration & Production Company, a Delaware corporation (PXP), and PXP Resources LLC, a Delaware limited liability company (PXP Resources), and each investor named in Schedule A thereto (collectively, the Investors) is made and entered into as of January 31, 2012 by and between the Company, PXP, PXP Resources and the undersigned Investors in accordance with Section 3.06 of the Agreement.

Hyster-Yale Materials Handling – Amendment to Stockholders' Agreement (April 29th, 2015)

This AMENDMENT TO STOCKHOLDERS' AGREEMENT, dated as of March 27, 2015 (this "Amendment"), by and among the Depository, Hyster-Yale Materials Handling, Inc., a Delaware corporation (the "Corporation"), the new Participating Stockholder(s) identified on the signature pages hereto (a "New Participating Stockholder") and the Participating Stockholders under the Stockholders' Agreement, dated as of September 28, 2012, as amended (the "Stockholders' Agreement"), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders' Agreement are used herein as so defined.

First Amendment to Stockholders Agreement (April 29th, 2015)

This First Amendment to Stockholders Agreement (this First Amendment) is entered as of April 27, 2015, among CUMULUS MEDIA INC., a Delaware corporation (the Company); and CRESTVIEW RADIO INVESTORS, LLC (Crestview Stockholder).

Delta Petroleum Corporation – Third Amendment to Stockholders Agreement (January 7th, 2015)

THIS THIRD AMENDMENT (the Third Amendment) TO STOCKHOLDERS AGREEMENT is made and entered into as of this 5th day of January, 2015, by and among Par Petroleum Corporation, a Delaware corporation (the Company), and certain holders of the Companys common stock, $.01 par value per share (Common Stock) listed on the signature pages hereto.

Lpl Investment Holdings Inc. – First Amendment to Stockholders' Agreement (October 30th, 2014)

This FIRST AMENDMENT TO STOCKHOLDERS' AGREEMENT (this "Amendment") is made and entered into as of September 24, 2014, by and between LPL Financial Holdings Inc., a Delaware corporation (f/k/a LPL Investment Holdings Inc., "LPL"), and TPG Partners IV, L.P., a Delaware limited partnership ("TPG"). Capitalized terms used in this Amendment and not otherwise defined herein shall have the respective meanings assigned to such terms in that certain Stockholders' Agreement, dated as of November 23, 2010, by and among the Company, TPG and the other parties thereto (the "Stockholders Agreement").

Amendment to Stockholders Agreement (October 14th, 2014)

This Amendment to Stockholders Agreement (this "Amendment") is made as of September 29, 2014 by and among Liberty Broadband Corporation, a Delaware corporation ("Assignee"), Liberty Media Corporation, a Delaware corporation ("Liberty"), and Charter Communications, Inc., a Delaware corporation ("Charter"). Capitalized terms used and not otherwise defined herein have the meanings given such terms in the Stockholders Agreement (as defined below).

First Amendment to Stockholders Agreement (September 22nd, 2014)

This FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT (this Amendment) is made and entered into as of September 17, 2014, by and between Surgical Care Affiliates, Inc., a Delaware corporation (the Company), and TPG Partners V, L.P., TPG FOF V-A, L.P. and TPG FOF V-B, L.P. (together with their Affiliates, TPG or the TPG Investors). Capitalized terms used in this Amendment and not otherwise defined herein shall have the respective meanings assigned to such terms in that certain Stockholders Agreement, dated as of November 4, 2013, by and among the Company, the TPG Investors and the Other Stockholders (the Stockholders Agreement).

Delta Petroleum Corporation – Second Amendment to Stockholders Agreement (September 18th, 2014)

THIS SECOND AMENDMENT (the Second Amendment) TO STOCKHOLDERS AGREEMENT is made and entered into as of this 16th day of September, 2014, by and among Par Petroleum Corporation, a Delaware corporation (the Company), and certain holders of the Companys common stock, $.01 par value per share (Common Stock) listed on the signature pages hereto.

First Amendment to Stockholders' Agreement (August 13th, 2014)

This FIRST AMENDMENT TO STOCKHOLDERS' AGREEMENT (this "Amendment") is dated as of August 11, 2014, by and among Diamond Resorts International, Inc., a Delaware corporation (the "Company"), and the individuals and entities who are party to the Stockholders' Agreement (as defined below) (the "Company Stockholders").

El Pollo Loco Holdings, Inc. – Amendment No. 2 to Stockholders Agreement (June 24th, 2014)

This AMENDMENT NO. 2 (this Amendment) to the Stockholders Agreement is entered into as of this 26th day of December, 2007 by and between Chicken Acquisition Corp., a Delaware corporation (the Company), and Trimaran Pollo Partners, L.L.C., a Delaware limited liability company (Trimaran). Capitalized terms used herein and not otherwise defined in this Amendment shall have the meanings ascribed to such term in the Agreement (as defined below).

El Pollo Loco Holdings, Inc. – Amendment No. 1 to Stockholders Agreement (June 24th, 2014)

This Amendment No. 1 to STOCKHOLDERS AGREEMENT amends as of April 20, 2006 the Stockholders Agreement dated as of November 18, 2005 (the Agreement) by and between Chicken Acquisition Corp., a Delaware corporation (the Company), Trimaran Pollo Partners, L.L.C., a Delaware limited liability company (Trimaran), the individuals set forth on Schedule A hereto (together with the employees of the Company or its Subsidiaries (as defined in Section 1.1) who become parties to this Agreement pursuant to the terms and conditions of this Agreement (the Management Stockholders)) and such other Persons that become parties to this Agreement pursuant to the terms and conditions of this Agreement (the Additional Stockholders). Capitalized terms not defined herein have the meanings set forth in the Agreement.

Delta Petroleum Corporation – First Amendment to Stockholders Agreement (June 18th, 2014)

THIS FIRST AMENDMENT (the First Amendment) TO STOCKHOLDERS AGREEMENT is made and entered into as of this 12th day of June, 2014, by and among Par Petroleum Corporation, a Delaware corporation (the Company), and certain holders of the Companys common stock, $.01 par value per share (Common Stock) listed on the signature pages hereto.

First Amendment to Stockholders Agreement (April 22nd, 2014)

This FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT (this Amendment), dated as of December 16, 2013, by and between Ares Corporate Opportunities Fund III, L.P., a Delaware limited partnership (Ares), and CPP Investment Board (USRE II) Inc., a Canadian corporation (CPPIB).

heckmann – First Amendment to Stockholders Agreement (March 10th, 2014)

This FIRST AMENDMENT TO THE STOCKHOLDERS AGREEMENT (this Amendment) is made and entered into as of this 10th day of March, 2014 by and among NUVERRA ENVIRONMENTAL SOLUTIONS, INC. (f/k/a Heckmann Corporation), a Delaware corporation (the Company), MARK D. JOHNSRUD, an individual (the Stockholder), and JPJ LP, a Delaware limited partnership(LP and together with the Company and the Stockholder, the Parties).

Second Amendment to Stockholders Agreement of Grubhub Seamless Inc. (As Successor-In-Interest to Grubhub Holdings Inc.) (February 18th, 2014)

This SECOND AMENDMENT TO STOCKHOLDERS AGREEMENT OF GRUBHUB SEAMLESS INC. (AS SUCCESSOR-IN-INTEREST TO GRUBHUB HOLDINGS INC.) (this Amendment) is made as of February 7, 2014 (the Amendment Date) by SLW Investor, LLC (SLW Stockholder), a Delaware limited liability company, in the name and on behalf of the Requisite Holders pursuant to the authority granted to SLW Stockholder by the Requisite Holders in the Action by Written Consent of the Stockholders of GrubHub Seamless Inc. dated February 6, 2014 (the Requisite Holder Consent). Capitalized terms used herein and not otherwise defined shall have the meaning given such terms in the Agreement (as defined below).

First Amendment to Stockholders Agreement of Grubhub Holdings Inc. (To Be Renamed Seamless Grubhub Holdings Inc.) (February 18th, 2014)

This FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT OF GRUBHUB HOLDINGS INC. (TO BE RENAMED SEAMLESS GRUBHUB HOLDINGS INC.) (this Amendment) is made as of August 8, 2013 (the Amendment Date) by SLW Investor, LLC (SLW Stockholder), a Delaware limited liability company, in the name and on behalf of the Requisite Holders pursuant to the authority granted to SLW Stockholder by the Requisite Holders in the Action by Written Consent of the Stockholders of Seamless GrubHub Holdings Inc. dated August 8, 2013 (the Requisite Holder Consent). Capitalized terms used herein and not otherwise defined herein shall have the meaning given such terms in the Agreement (as defined below).

PBF Energy Inc. – First Amendment to Stockholders' Agreement of Pbf Energy Inc. (February 12th, 2014)

This FIRST AMENDMENT (this "Amendment"), dated as of February 11, 2014, amends the Stockholders' Agreement, dated as of December 12, 2012 (as the same may be amended, modified or supplemented from time to time, the "Original Stockholders Agreement"), and is entered into by and among PBF Energy Inc. (the "Company"), a Delaware corporation, and each of the other parties identified on the signature pages hereto (together with their Restricted Transferees, the "Investor Parties"). All capitalized terms and other terms not otherwise defined herein shall have the respective meanings ascribed to them in the Original Stockholders Agreement.

Amendment to Stockholders Agreement (January 27th, 2014)

This Amendment to the Stockholders Agreement (this Amendment) is entered and effective as of January 27, 2014 (the Effective Date), by and among Installed Building Products, Inc., a Delaware corporation (the Company), Cetus Capital II, LLC, a Delaware limited liability company (Cetus), IBP Investment Holdings, LLC, a Delaware limited liability company (IIH), IBP Management Holdings, LLC, a Delaware limited liability company (Management Holdings), and TCI Holdings, LLC, a Georgia limited liability company (TCI and together with Cetus, IIH and Management Holdings, the Stockholders).

Greektown Superholdings, Inc. – First Amendment to Stockholders Agreement (December 26th, 2013)

FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT (this "Amendment"), dated as of December 19, 2013, between Greektown Superholdings, Inc., a Delaware corporation (the "Company"), and Athens Acquisition LLC, a Delaware limited liability company ("Athens").

TD Ameritrade – Amendment No. 5 to Stockholders Agreement (December 5th, 2013)

This AMENDMENT NO. 5 TO STOCKHOLDERS AGREEMENT (this Amendment) is made and entered into as of December 4, 2013 by and among TD Ameritrade Holding Corporation (the Company), the stockholders of the Company listed on the signature pages hereto under the heading R Parties (collectively, the R Parties), The Toronto-Dominion Bank, a Canadian chartered bank (TD Bank) and TD Luxembourg International Holdings S.a r.l., a Luxembourg company and a direct, wholly-owned subsidiary of TD Bank (TD Lux, and collectively with TD Bank, TD). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Stockholders Agreement (defined below).

First Amendment to Stockholders Agreement (March 12th, 2013)

This AMENDMENT TO THE STOCKHOLDERS AGREEMENT (this "Amendment") is entered into as of November 13, 2012 by and among Interline Brands, Inc., a Delaware corporation (the "Company"), GS Capital Partners VI Fund, L.P., a Delaware limited partnership ("GSCP"), GS Capital Partners VI Offshore Fund, L.P., a Cayman Islands exempted limited partnership ("GSCP Offshore"), GS Capital Partners VI GmbH & Co. KG, a limited partnership formed under the laws of the Federal Republic of Germany ("GSCP Germany"), GS Capital Partners VI Parallel, L.P., a Delaware limited partnership ("GSCP Parallel"), MBD 2011 Holdings, L.P., a Cayman Islands exempted limited partnership ("MBD 2011"), Bridge Street 2012 Holdings, L.P., a Cayman Islands exempted limited partnership ("Bridge Street", collectively with GSCP, GSCP Offshore, GSCP Germany, GSCP Parallel, MBD 2011 and any Affiliates of the foregoing which own Equity Securities from time to time, the "GSCP Parties"), P2 Capital Master Fund I, L.P., a Cayman Isla

Hyster-Yale Materials Handling – Amendment to Stockholders' Agreement (February 19th, 2013)

This AMENDMENT TO STOCKHOLDERS' AGREEMENT, dated as of January 18, 2013 (this "Amendment"), by and among the Depository, Hyster-Yale Materials Handling, Inc., a Delaware corporation (the "Corporation"), the new Participating Stockholder identified on the signature pages hereto (the "New Participating Stockholder") and the Participating Stockholders under the Stockholders' Agreement, dated as of September 28, 2012, as amended (the "Stockholders' Agreement"), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders' Agreement are used herein as so defined.

Hyster-Yale Materials Handling – Amendment to Stockholders' Agreement (February 19th, 2013)

This AMENDMENT TO STOCKHOLDERS' AGREEMENT, dated as of December 31, 2012 (this "Amendment"), by and among the Depository, Hyster-Yale Materials Handling, Inc., a Delaware corporation (the "Corporation"), the new Participating Stockholder identified on the signature pages hereto (the "New Participating Stockholder") and the Participating Stockholders under the Stockholders' Agreement, dated as of September 28, 2012, as amended (the "Stockholders' Agreement"), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders' Agreement are used herein as so defined.

Amendment No. 1 to Stockholders Agreement (December 3rd, 2012)

WHEREAS, TPG VI Pantera Holdings, L.P., a Delaware limited partnership (TPG), Parkway Properties, Inc., a Maryland corporation (the Company) and, solely for purposes of Article IV and related definitions of the Agreement (as defined below), TPG VI Management, LLC, a Delaware limited liability company, entered into that certain Stockholder Agreement dated as of June 5, 2012 (the Agreement);

Demand Media Inc. – Waiver of Registration Rights and Amendment to Stockholders' Agreement (November 13th, 2012)

This Waiver of Registration Rights and Amendment to Stockholders' Agreement (this "Waiver") is made and entered into as of the date set forth below, by and among the undersigned. Reference is made to that certain Third Amended and Restated Stockholders' Agreement, dated as of March 3, 2008, as amended, by and among Demand Media, Inc., a Delaware corporation (the "Company"), and the Stockholders of the Company parties thereto (the "Agreement"). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Agreement.

Platinum Energy Solutions, Inc. – First Amendment to Stockholders Agreement of Platinum Energy Solutions, Inc. (January 23rd, 2012)

This First Amendment to Stockholders Agreement of Platinum Energy Solutions, Inc. is made as of January 19, 2012 (this Amendment), by and among Platinum Energy Solutions, Inc., a Nevada corporation (the Company), and the Investors and the Stockholders set forth on the signature page hereto.