Remarketing Agreement Sample Contracts

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SLM Student Loan Trust 2005-8 – Amended and Restated Remarketing Agreement (January 25th, 2017)

AMENDED AND RESTATED REMARKETING AGREEMENT, dated as of January 12, 2017, among SLM Student Loan Trust 2005-8 (the "Trust"), Navient Solutions, Inc., as administrator (the "Administrator"), Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch" and, in its capacity as Remarketing Agent under this Agreement, the "Remarketing Agent").

Ritchie Bros. Auctioneers Inc. – Strategic Alliance and Remarketing Agreement (November 9th, 2016)

This STRATEGIC ALLIANCE AND REMARKETING AGREEMENT ("Agreement") is entered into as August 29, 2016 (the "Execution Date") by and between RITCHIE BROS. AUCTIONEERS INCORPORATED, a Canadian corporation having its principal place of business at 9500 Glenlyon Parkway, Burnaby, British Columbia, V5J 0C6 ("RBA"), on behalf of itself and its other wholly-owned subsidiaries (collectively, "RCC"), IronPlanet, Inc., a Delaware corporation having its principal place of business at 3825 Hopyard Road, Suite 250, Pleasanton, CA 94588, solely for purposes of Sections 3, 7, 8 and 9 ("IronPlanet"), and CATERPILLAR INC., a Delaware corporation having it principal place of business at 100 North East Adams Street, Peoria, IL 61629, on behalf of itself and its wholly-owned subsidiaries (collectively, "Caterpillar" and together with RCC, the "Parties" and each a "Party").

Remarketing Agreement (March 23rd, 2012)
Remarketing Agreement (March 15th, 2012)
Remarketing Agreement (March 1st, 2012)
Steadfast Income REIT, Inc. – Remarketing Agreement (February 1st, 2012)

This Remarketing Agreement made and entered into on May I, 2007 between STERN BROTHERS & CO. (the Remarketing Agent) and WINDSOR ON THE RIVER, LLC, a Delaware limited liability company (the Borrower).

Reinsurance Group of America, Incorporated RGA Capital Trust I Amended and Restated Remarketing Agreement (February 23rd, 2011)

Reinsurance Group of America, Incorporated, a Missouri corporation (the Company), and RGA Capital Trust I, a Delaware statutory business trust (the Trust), issued and sold to Lehman Brothers Inc. and Banc of America Securities LLC (the Underwriters) pursuant to the Underwriting Agreement, dated December 12, 2001 (the Underwriting Agreement), 4,500,000 Trust Preferred Income Equity Redeemable Securities (PIERS)1 units (the Firm Units) issued pursuant to a Unit Agreement (the Unit Agreement) dated as of December 18, 2001, as supplemented September 12, 2008, among the Company, the Trust, The Bank of New York Mellon Trust Company, N.A., as successor unit agent (in such capacity, the Unit Agent), as successor warrant agent (in such capacity, the Warrant Agent), and as successor property trustee (in such capacity, the Property Trustee). In addition, the Company and the Trust granted to the Underwriters an option (the Option) to purchase up to an additional 675,000 Units (the Option Units and

Reinsurance Group of America, Incorporated RGA Capital Trust I Amended and Restated Remarketing Agreement (February 16th, 2011)

Reinsurance Group of America, Incorporated, a Missouri corporation (the Company), and RGA Capital Trust I, a Delaware statutory business trust (the Trust), issued and sold to Lehman Brothers Inc. and Banc of America Securities LLC (the Underwriters) pursuant to the Underwriting Agreement, dated December 12, 2001 (the Underwriting Agreement), 4,500,000 Trust Preferred Income Equity Redeemable Securities (PIERS)1 units (the Firm Units) issued pursuant to a Unit Agreement (the Unit Agreement) dated as of December 18, 2001, as supplemented September 12, 2008, among the Company, the Trust, The Bank of New York Mellon Trust Company, N.A., as successor unit agent (in such capacity, the Unit Agent), as successor warrant agent (in such capacity, the Warrant Agent), and as successor property trustee (in such capacity, the Property Trustee). In addition, the Company and the Trust granted to the Underwriters an option (the Option) to purchase up to an additional 675,000 Units (the Option Units and

AMERICAN INTERNATIONAL GROUP, INC. $1,960,000,000 5.67% Series B-1 Junior Subordinated Debentures $1,960,000,000 5.82% Series B-2 Junior Subordinated Debentures $1,960,000,000 5.89% Series B-3 Junior Subordinated Debentures Remarketing Agreement (October 8th, 2010)

This Agreement (Agreement) is entered into among American International Group, Inc., a Delaware corporation (the Company), Citigroup Global Markets Inc. (Citigroup), J.P. Morgan Securities Inc. (JPMorgan), and The Bank of New York, a New York banking corporation, not individually, but solely as Purchase Contract Agent (the Purchase Contract Agent) and as attorney-in-fact of the holders of Stock Purchase Contracts (as defined in the Purchase Contract Agreement referred to below) relating to the appointment of Citigroup and JPMorgan to serve as remarketing agents (each, a Remarketing Agent) with respect to the remarketing of the Debentures identified herein (the Remarketing).

Calpetro Tankers (Bahamas III) Ltd – Amendment No. 2 to Management and Remarketing Agreement (April 29th, 2010)

THIS AMENDMENT NO. 2 dated as of April 8, 2010 (this "Amendment"), between (i) CALPETRO TANKERS (BAHAMAS III) LIMITED (the "Owner"), a company organized under the laws of the Bahamas, and (ii) Frontline Ltd., a company organized under the laws of Bermuda (the "Manager"), to the Management and Remarketing Agreement dated as of April 1, 1995 (the "Original Management Agreement") among the Owner, P.D. Gram & Co. A.S. (the "Original Manager") and Barber Ship Management A.S. (the "Original Technical Advisor") as modified by that certain Assignment and Assumption of Management and Remarketing Agreement dated as of March 31, 1999 whereby the Original Manager and the Original Technical Advisor assigned all of their rights, powers and interests and delegated all of their duties and obligations under the Original Management Agreement to the Manager, and as amended on June 28, 2001 (the Original Management Agreement as so modified and amended, and as the same may be further amended, supplemented

Simulations Plus, Inc. – Oem/Remarketing Agreement (March 1st, 2010)

THIS OEM/REMARKETING AGREEMENT (this "Agreement") is effective as of the 6th day of July , 2000, by and between Eloquent Technology, Inc., a New York corporation having offices at 2389 North Triphammer Road, Ithaca, NY 14850 (hereinafter "Supplier"), and Words +, Inc., a California corporation having principal offices at 1220 W. Avenue J, Lancaster, CA 93534 (hereinafter "OEM").

Fpl Group Capital Trust II – Remarketing Agreement (August 3rd, 2009)

REMARKETING AGREEMENT, dated (the Agreement) by and among FPL Group, Inc., a Florida corporation (FPL Group), FPL Group Capital Inc, a Florida corporation and a wholly-owned subsidiary of FPL Group (FPL Group Capital), and The Bank of New York Mellon, not individually but solely as purchase contract agent and attorney-in-fact of the holders of Purchase Contracts (Purchase Contract Agent), and ( ), as remarketing agent (the Remarketing Agent) and reset agent (the Reset Agent).

Remarketing Agreement (May 6th, 2009)

REMARKETING AGREEMENT, dated as of March 17, 2009 (the Agreement), between Wells Fargo & Company, a Delaware corporation, and Morgan Stanley & Co. Incorporated (Morgan Stanley) and Goldman, Sachs & Co. (Goldman Sachs).

Ppl Capital Funding Inc. – PPL CORPORATION PPL CAPITAL FUNDING, INC. PPL Capital Funding, Inc. % [Deferrable] Notes Due Guaranteed as to Payment of Principal, Premium, if Any, and Interest by PPL Corporation REMARKETING AGREEMENT [Date] (March 25th, 2009)

(the Remarketing Agent) is undertaking to remarket the % [Deferrable] Notes due (the Securities), issued by PPL Capital Funding, Inc., a Delaware corporation (Capital Funding), and unconditionally guaranteed as to payment of principal, premium, if any, and interest by PPL Corporation, a Pennsylvania corporation (the Company), pursuant to the Indenture, dated as of , among Capital Funding, the Company and , as trustee (the Indenture Trustee) as amended and supplemented by the First Supplemental Indenture to the Indenture, dated , relating to the Notes (as amended or supplemented, the Indenture).

Form of Remarketing Agreement (March 16th, 2009)

This Agreement is dated as of [] (the Agreement) by and among Johnson Controls, Inc., a Wisconsin corporation (the Company), [ ], as the reset agent and the remarketing agent (the Remarketing Agent), and U.S. Bank National Association, a national banking association, not individually but solely as Purchase Contract Agent (the Purchase Contract Agent) and as attorney-in-fact of the holders of Purchase Contracts (as defined in the Purchase Contract and Pledge Agreement referred to below).

Granite Finance Trustees Ltd – Dated 28 July 2008 GRANITE MASTER ISSUER PLC and MORGAN STANLEY & CO. INCORPORATED and CANCARA ASSET SECURITISATION LIMITED and NORTHERN ROCK PLC TERMINATION AGREEMENT (Remarketing Agreement Relating to $1,000,000,000 Series 2005-3 Class a Notes Due 2054) (August 1st, 2008)

GRANITE MASTER ISSUER PLC, a public limited company incorporated under the laws of England and Wales (registered number 5250668), whose registered office is at Fifth Floor, 100 Wood Street, London EC2V 7EX, in its capacity as Issuer (the "Issuer");

SLM Student Loan Trust 2005-6 – Remarketing Agreement (July 25th, 2008)

REMARKETING AGREEMENT, dated as of July 14, 2008, among SLM Student Loan Trust 2005-6 (the Trust), Sallie Mae, Inc., as administrator (the Administrator) and Credit Suisse Securities (USA) LLC (Credit Suisse and in its capacity as remarketing agent under this Agreement, the Remarketing Agent).

SLM Student Loan Trust 2005-7 – Remarketing Agreement (May 9th, 2008)

REMARKETING AGREEMENT, dated as of April 2, 2008, among SLM Student Loan Trust 2005-7 (the Trust), Sallie Mae, Inc., as administrator (the Administrator) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill Lynch and in its capacity as remarketing agent under this Agreement, the Remarketing Agent).

Supplemental Agreement to Remarketing Agreement (May 6th, 2008)

Supplemental Agreement, dated as of April 22, 2008 (this Agreement), to Remarketing Agreement, dated as of April 1, 2008 (the Remarketing Agreement), between Wells Fargo & Company, a Delaware corporation, and Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill Lynch) and Morgan Stanley & Co. Incorporated (Morgan Stanley and, together with Merrill Lynch, the Remarketing Agents).

Remarketing Agreement (May 6th, 2008)

REMARKETING AGREEMENT, dated as of April 1, 2008 (the Agreement), between Wells Fargo & Company, a Delaware corporation, and Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill Lynch) and Morgan Stanley & Co. Incorporated (Morgan Stanley).

Remarketing Agreement (March 12th, 2008)
Remarketing Agreement (February 14th, 2008)
Avery Dennison Corporation Form of Remarketing Agreement (November 20th, 2007)

WHEREAS, the Company issued [8,000,000] of its Corporate HiMEDS Units having an initial aggregate stated amount of $[400,000,000] (the Corporate HiMEDS Units) under the Purchase Contract and Pledge Agreement (the Purchase Contract and Pledge Agreement), dated as of November 20, 2007, by and among the Company, the Purchase Contract Agent, and The Bank of New York Trust Company, N.A., as Collateral Agent (the Collateral Agent), Custodial Agent (the Custodial Agent) and Securities Intermediary; and

Distribution and Remarketing Agreement Between Siemens Medical Solutions, Oncology Care Systems Group and Accuray Incorporated Effective Date: April 3, 2007 (September 4th, 2007)

This Distribution and Remarketing Agreement (hereafter, the Agreement) is effective as of April 3, 2007 (Effective Date) by and between Siemens Medical Solutions Inc USA, a Delaware corporation acting through its Oncology Care Systems Group, which maintains a place of business at 4040 Nelson Drive, Concord, California, 94520 (hereafter, OCS), and Accuray Incorporated, a Delaware corporation with a business address at 1310 Chesapeake Terrace, Sunnyvale, CA 94089 (hereafter, Accuray).

Amended and Restated Remarketing Agreement (May 11th, 2007)
BankUnited Financial Corporation – Bankunited Financial Corporation Form of Remarketing Agreement (April 25th, 2007)

REMARKETING AGREEMENT, dated as of [ ], 2010 (the Agreement) by and between BankUnited Financial Corporation, a Florida corporation (the Company), and [ ] (the Remarketing Agent), and acknowledged by The Bank of New York, not individually but solely as Purchase Contract Agent (the Purchase Contract Agent) and as attorney-in-fact of the Holders of Purchase Contracts (as defined in the Purchase Contract and Pledge Agreement (as defined herein)).

First United Ethanol Llc – Remarketing Agreement (December 22nd, 2006)

This REMARKETING AGREEMENT, dated as of October 1, 2006 (the Remarketing Agreement), is by and between First United Ethanol, LLC (the Borrower) and W.R. Taylor & Company, LLC (Taylor), as the remarketing agent (the Remarketing Agent), and is entered into in connection with $29,000,000 Mitchell County Development Authority Variable Rate Demand Solid Waste Disposal Revenue Bonds (First United Ethanol, LLC Project), Series 2006 (the Bonds), issued by the Mitchell County Development Authority (the Issuer) for the benefit of the Borrower.

First United Ethanol Llc – Remarketing Agreement (December 22nd, 2006)

This REMARKETING AGREEMENT, dated as of October 1, 2006 (the Remarketing Agreement), is by and between First United Ethanol, LLC (the Borrower) and W.R. Taylor & Company, LLC (Taylor), as the remarketing agent (the Remarketing Agent), and is entered into in connection with $53,500,000 Mitchell County Development Authority Variable Rate Demand Taxable Economic Development Revenue Bonds (First United Ethanol, LLC Project), Series 2006 (the Bonds), issued by the Mitchell County Development Authority (the Issuer) for the benefit of the Borrower.

Confidential Portions of This Document Have Been Redacted and Filed Separately With the Securities and Exchange Commission Intersystems Corporation Value Added Remarketing Agreement (September 28th, 2006)

AGREEMENT made this 30th day of March, 1989, by and between INTERSYSTEMS CORPORATION, a Massachusetts corporation with its principal place of business in Cambridge, Massachusetts (InterSystems) and MEDECISION, a Corporation, with its principal place of business in Paoli, PA (the VAR).

Initial Remarketing Agreement (August 11th, 2006)

WHEREAS, the Company is entering into this Initial Remarketing Agreement dated as of August 10, 2006 (the Agreement) by and among the Company, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. Incorporated, as remarketing agents (each a Remarketing Agent and collectively, the Remarketing Agents), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as Representative (the Representative), and JPMorgan Chase Bank, N.A., a national banking association, not individually but solely as Purchase Contract Agent (the Purchase Contract Agent) and as attorney-in-fact of the holders of Units (as defined in the Purchase Contract Agreement referred to below), for purposes of effecting the Initial Remarketing on the terms and conditions set forth herein;

Remarketing Agreement (August 8th, 2006)
SLM Student Loan Trust 2006-5 – Remarketing Agreement (June 26th, 2006)

REMARKETING AGREEMENT, dated as of June 21, 2006, among SLM Student Loan Trust 2006-5 (the Trust), Sallie Mae, Inc., as administrator (the Administrator), Deutsche Bank Securities Inc. and Lehman Brothers Inc. (Deutsche and Lehman, in their capacities as remarketing agents under this Agreement, each, a Remarketing Agent and, collectively, the Remarketing Agents).

Goal Capital Funding, LLC – Remarketing Agreement (June 1st, 2006)

REMARKETING AGREEMENT, dated as of May 25, 2006, among GOAL CAPITAL FUNDING TRUST 2006-1 (the Issuer), GOAL FINANCIAL, LLC, as administrator (the Administrator), and DEUTSCHE BANK SECURITIES INC. (DB), BARCLAYS CAPITAL INC. (Barclays) and BANC OF AMERICA SECURITIES LLC (BofA), as remarketing agents (each, a Remarketing Agent and, collectively, the Remarketing Agents).

Amerus Group Co -Cl A – Remarketing Agreement (May 15th, 2006)

REMARKETING AGREEMENT, dated as of May 11, 2006 (the Remarketing Agreement), by and among (i) AmerUs Group Co., an Iowa corporation (the Company), (ii) U.S. Bank National Association (as successor to Wachovia Bank, National Association), not individually but solely as Purchase Contract Agent and as attorney-in-fact of the holders of Purchase Contracts (each as defined in the Purchase Contract Agreement (as defined herein)), (iii) Citigroup Global Markets Inc., as Reset Agent, and (iv) Citigroup Global Markets Inc. and Goldman, Sachs & Co., as Remarketing Agents.

Initial Remarketing Agreement (May 15th, 2006)