Kirkland & Ellis Sample Contracts

February 19th, 2010 · Common Contracts · 4 similar
Churchill Downs IncLetterhead of Kirkland & Ellis LLP]

We have acted as counsel to Youbet.com, Inc. (“Company”), a Delaware corporation, in connection with (i) the Agreement and Plan of Merger (the “Merger Agreement”), dated as of November 11, 2009, by and among Churchill Downs Incorporated (“Parent”), a Kentucky corporation, Tomahawk Merger Corp. (“Merger Sub”), a Delaware corporation, Tomahawk Merger LLC (“Merger LLC”), a Delaware limited liability company, and Company, and (ii) the preparation and filing of the related Registration Statement on Form S-4, which includes the Proxy Statement/Prospectus (as amended through the date hereof, the “Registration Statement/Prospectus”) filed with the Securities and Exchange Commission. Pursuant to the Merger Agreement, Merger Sub will merge with and into Company (the “Merger”), with Company as the surviving corporation (the “Surviving Corporation”). Immediately after the Merger, Parent will cause the Surviving Corporation to merge with and into Merger LLC (the “Subsequent Merger”), with Merger LL

March 30th, 2001 · Common Contracts · 3 similar
North Shore Agency IncMANAGEMENT STOCK PURCHASE AGREEMENT THIS MANAGEMENT STOCK PURCHASE AGREEMENT, dated as of November 1, 2000 (this "Agreement"), is made by and among Outsourcing Solutions Inc., a Delaware corporation (the "Company") and Bryan Faliero (the "Purchaser"). ...
September 2nd, 2004 · Common Contracts · 2 similar
Language Line Holdings, Inc.Amendment to the Deed of Trust and Assignment of Rents

THIS AMENDMENT TO THE DEED OF TRUST AND ASSIGNMENT OF RENTS (the “Amendment”) is made and entered into this 11th day of June, 2004 by and between Dennis G. Dracup and Christine L. Dracup, husband and wife, as community property with right of survivorship, whose address is 25430 Via Cicindela, Carmel, CA 93923 (“Trustor”), in favor of Old Republic Title Company (“Republic”), as trustee, in trust for the benefit of Language Line, Inc., a Delaware corporation (“LL Inc.”), as successor in interest to Language Line, LLC, a Delaware limited liability company (“LLC”).

April 18th, 2011 · Common Contracts · 2 similar
Criminal Division

This letter sets out the deferred prosecution agreement (the “Agreement”) between Tyson Foods, Inc. and its subsidiaries (collectively, “Tyson”) and the United States Department of Justice, Criminal Division, Fraud Section (the “Department”) relating to certain illegal conduct committed by Tyson.

December 23rd, 2002
Sears Roebuck & CoLANDS' END, INC. RETIREMENT TRUST Kirkland & Ellis Chicago LANDS' END. INC. RETIREMENT TRUST

THIS AGREEMENT, made this ___ day of ____________________1992, by and between Lands' End, Inc., a Delaware corporation (the "company") and IDS Trust, a Division of IDS Bank and Trust, a trust company with banking powers, charted under laws of the State of Minnesota, and its successor or successors and assigns in the trust hereby evidenced, as trustee (the "trustee"),

December 31st, 1997
MST Enterprises Inc1 Exhibit 10.14 SECURITIES TRANSFER AGREEMENT THIS AGREEMENT (this "Agreement") is made as of December 31, 1996 by and among National Equipment Services, Inc., a Delaware corporation (the "Company"), Golder, Thoma, Cressey, Rauner Fund IV, L.P., a ...
May 15th, 2002
Jennifer Loomis & Associates IncUNIT PURCHASE AGREEMENT ----------------------- THIS UNIT PURCHASE AGREEMENT, dated as of April 10, 2002 (this "Agreement"), is made by and among Outsourcing Solutions Inc., a Delaware corporation (the "Company"), and the Purchasers listed on the ...
May 14th, 2002
Tsi Finance IncEXHIBIT 10.17 UNIT PURCHASE AGREEMENT THIS UNIT PURCHASE AGREEMENT (this "AGREEMENT") is made as of February 14, 2002, between TSI Telecommunication Holdings, LLC, a Delaware limited liability company (the "COMPANY") and GTCR Fund VII, L.P., a Delaware ...
February 10th, 1998
Tmil CorpEXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AMONG MADISON DEARBORN PARTNERS II, L.P., TUESDAY MORNING ACQUISITION CORP. AND TUESDAY MORNING CORPORATION DATED AS OF SEPTEMBER 12, 1997 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER, dated as ...
August 18th, 1997
Triarc Companies IncTHIS SETTLEMENT AGREEMENT is made as of the 6th day of June, 1997, between Triarc Companies, Inc. ("Triarc"), a Delaware corporation, Victor Posner, Security Management Corporation ("SMC"), and APL Corporation ("APL"). W H E R E A S A. There is pending ...
September 22nd, 2000
Centurion Wireless Technologies IncBY AND AMONG
August 14th, 2001
Transwestern Publishing Co LLC1 Exhibit 2.2 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this "Agreement") is made as of June 28, 2001, between TransWestern Communications Company LLC, a Delaware corporation ("Contributor"), and TWP Companies, Inc., a Delaware corporation ...
November 7th, 1997
Zytec Corp /Mn/ZYTEC CORPORATION FIRST AMENDMENT AND CONSENT TO NOTE AND WARRANT PURCHASE AGREEMENT
April 15th, 2002
Union CorpUNIT PURCHASE AGREEMENT THIS UNIT PURCHASE AGREEMENT, dated as of April 10, 2002 (this "Agreement"), is made by and among Outsourcing Solutions Inc., a Delaware corporation (the "Company"), and the Purchasers listed on the signature pages hereto (each a ...
March 29th, 2001
Jl French Automotive Casting Inc1 EXHIBIT 10.16 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT, dated as of November 30, 2000 (this "Agreement"), is made by and among J.L. French Automotive Castings, Inc., a Delaware corporation (the "Company"), Tower Automotive, Inc. ...
March 30th, 1998
Great Universal Acquisition CorpExhibit (c)(9) THE GREAT UNIVERSAL STORES P.L.C. VIA FACSIMILE AND MESSENGER --------------------------- Metromail Corporation Kirkland & Ellis 360 East 22nd Street 200 East Randolph Drive Lombard, Illinois 60148 Chicago, Illinois 60601 Attention: ...
December 12th, 1996
Servicemaster LTD PartnershipTHE ACQUISITION AGREEMENT ACQUISITION AGREEMENT BY AND AMONG SERVICEMASTER LIMITED PARTNERSHIP (A DELAWARE LIMITED PARTNERSHIP) SERVICEMASTER ACQUISITION CORPORATION (A DELAWARE CORPORATION) AND BAREFOOT INC. (A DELAWARE CORPORATION) DECEMBER 5, 1996 ...
May 20th, 1999
Zs Pubco 1 LpZS PUBCO I L.P.
March 27th, 2001
Aon CorpMarch 23, 2001
April 7th, 2003
Sutter Holding Co IncEXHIBIT 2(b) COMMON STOCK PURCHASE AGREEMENT THIS AGREEMENT is made and entered into as of March 12, 2002, between Sutter Opportunity Fund 2, LLC (the "Buyer") and Firebrand Financial Group, Inc. (the "Seller"). The Buyer and Seller are referred to ...
May 20th, 1999
Zs Pubco 1 LpZS PUBCO I L.P.
May 21st, 2004
Commercial Vehicle Group, Inc.EXHIBIT 10.15 NOTE PURCHASE AGREEMENT AGREEMENT made as of September 30, 2002 among Bostrom Holding Inc., a Delaware corporation (the "Company"), Baird Capital Partners II Limited Partnership, BCP II Affiliates Fund Limited Partnership, Baird Capital ...
May 20th, 1999
Zs Pubco 1 Lp3- 4 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date and year first above written. ZS PUBCO I L.P.