Transaction Agreement Sample Contracts

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TRANSACTION AGREEMENT BY AND AMONG REIT MANAGEMENT & RESEARCH LLC, REIT MANAGEMENT & RESEARCH TRUST, REIT MANAGEMENT & RESEARCH INC. AND SENIOR HOUSING PROPERTIES TRUST Dated as of June 5, 2015
Transaction Agreement • October 14th, 2015 • RMR Group Inc. • Services-management consulting services • Maryland

This Transaction Agreement (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of June 5, 2015, by and among (i) Reit Management & Research LLC, a Maryland limited liability company (“LLC”), (ii) Reit Management & Research Trust, a Massachusetts business trust (“TRUST”), (iii) Reit Management & Research Inc., a Maryland corporation (“INC,” and together with LLC and TRUST, the “RMR Parties”), and (iv) Senior Housing Properties Trust, a Maryland real estate investment trust (“REIT”). The RMR Parties and REIT are each referred to as a “Party” and collectively as the “Parties.”

TRANSACTION AGREEMENT Dated as of October 20, 2022 by and between HAWAIIAN HOLDINGS, INC. and AMAZON.COM, INC.
Transaction Agreement • November 18th, 2022 • Hawaiian Holdings Inc • Air transportation, scheduled • Delaware

This TRANSACTION AGREEMENT, dated as of October 20, 2022 (this “Agreement”), is by and between Hawaiian Holdings, Inc., a Delaware corporation (the “Company”), and Amazon.com, Inc., a Delaware corporation (“Amazon”).

TRANSACTION AGREEMENT
Transaction Agreement • August 31st, 2020 • Madison Square Garden Sports Corp. • Services-miscellaneous amusement & recreation • New York

THIS TRANSACTION AGREEMENT (this “Agreement”) is made this 15th day of April, 2020 by and among: (i) the NATIONAL HOCKEY LEAGUE, a joint venture organized as an unincorporated association (the “NHL”), (ii) NEW YORK RANGERS, LLC, a Delaware limited liability company (“Rangers LLC”), RANGERS HOLDINGS, LLC, a Delaware limited liability company (“RH LLC”), MSG NYR HOLDINGS, LLC, a Delaware limited liability company (“MSG NYR Holdings”), MSG SPORTS, LLC, a Delaware limited liability company (“MSG Sports”), and THE MADISON SQUARE GARDEN COMPANY, a Delaware corporation (to be renamed Madison Square Garden Sports Corp.) (“TMSGC”) (the entities listed in this clause (ii) are referred to collectively as the “Club Parties”); (iii) MSG ARENA, LLC, a Delaware limited liability company (“Arenaco”), and MSG ARENA HOLDINGS, LLC, a Delaware limited liability company (“Arena Holdco” and together with Arenaco, the “Arena Companies”), and (iv) MSG NATIONAL PROPERTIES, LLC, a Delaware limited liability com

TRANSACTION AGREEMENT by and between HRPT PROPERTIES TRUST and GOVERNMENT PROPERTIES INCOME TRUST
Transaction Agreement • August 10th, 2009 • Government Properties Income Trust • Real estate • Massachusetts

THIS TRANSACTION AGREEMENT made June 8, 2009, by and between HRPT PROPERTIES TRUST, a Maryland real estate investment trust (“HRPT”) and GOVERNMENT PROPERTIES INCOME TRUST (“GOV”), a Maryland real estate investment trust.

EXHIBIT 10.1 TRANSACTION AGREEMENT
Transaction Agreement • January 26th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Massachusetts
EXHIBIT 44 TRANSACTION AGREEMENT
Transaction Agreement • December 21st, 2001 • Usa Networks Inc • Television broadcasting stations • Delaware
TRANSACTION AGREEMENT
Transaction Agreement • April 23rd, 2021 • New York

THIS TRANSACTION AGREEMENT (this “Agreement”), dated January 29, 2014, is entered into among Inversiones Corp Group Interhold Limitada, a limited liability company (sociedad de responsabilidad limitada) organized under the laws of Chile (“Interhold”), Inversiones Gasa Limitada, a limited liability company (sociedad de responsabilidad limitada) organized under the laws of Chile (“GASA” and, together with Interhold, “Corp Group Parent”), CorpBanca, a banking corporation (sociedad anónima abierta especial bancaria) organized under the laws of Chile (“CorpBanca”), Itaú Unibanco Holding S.A, a sociedad anónima organized under the laws of Brazil (“Itaú Parent”), and Banco Itaú Chile, a banking corporation (sociedad anónima especial bancaria) organized under the laws of Chile (“Itaú Chile”).

TRANSACTION AGREEMENT
Transaction Agreement • October 30th, 2022 • Delaware

This TRANSACTION AGREEMENT (this “Agreement”), dated as of June 25, 2019 is by and among AbbVie, a Delaware corporation (“AbbVie”), Venice Subsidiary, LLC, a Delaware limited liability company and a direct wholly owned Subsidiary of AbbVie (“Acquirer Sub”), and Allergan plc, an Irish public limited company with registered number 527629 having its registered office at Clonshaugh Business and Technology Park, Coolock, Dublin, D17 E400, Ireland (“Allergan”).

TRANSACTION AGREEMENT
Transaction Agreement • June 20th, 2023 • Madison Square Garden Entertainment Corp. • Services-miscellaneous amusement & recreation

Transaction Agreement (this “Agreement”), dated as of April 18, 2023, by and among (i) MSG Arena, LLC, a Delaware limited liability company (“Arenaco”), MSG Arena Holdings, LLC, a Delaware limited liability company (“Arena Holdco” and together with Arenaco, the “Arena Companies”), MSG National Properties, LLC, a Delaware limited liability company (“National Properties”), MSG Entertainment Holdings, LLC, a Delaware limited liability company (“MSGE Holdings”), and MSGE Spinco, Inc. (to be renamed Madison Square Garden Entertainment Corp.), a Delaware corporation (“Spinco” and together with the Arena Companies, National Properties and MSGE Holdings, the “Spinco Parties”); and (ii) Madison Square Garden Entertainment Corp. (to be renamed Sphere Entertainment Co.), a Delaware corporation (“Sphere Entertainment”), and MSG Entertainment Group, LLC (to be renamed Sphere Entertainment Group, LLC), a Delaware limited liability company and a direct wholly-owned subsidiary of Sphere Entertainment

dated as of
Transaction Agreement • May 6th, 2004 • Panamsat Corp /New/ • Communications services, nec • Delaware
TRANSACTION AGREEMENT
Transaction Agreement • May 22nd, 2023 • Ironwood Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

TRANSACTION AGREEMENT (this “Agreement”), dated as of May 21, 2023, by and among Ironwood Pharmaceuticals, Inc., a Delaware corporation (“Parent”), and VectivBio Holding AG, a corporation limited by shares organized under the laws of Switzerland (the “Company”).

TRANSACTION AGREEMENT
Transaction Agreement • December 12th, 2022

This Transaction Agreement (this “Agreement”), dated as of December 11, 2022 is by and among Amgen Inc., a Delaware corporation (“Parent”), Pillartree Limited, a private limited company incorporated under the laws of Ireland (with registration number: 730855) having its registered office at 6th Floor, 2 Grand Canal Square, Dublin 2, Ireland and a wholly owned Subsidiary of Parent (“Acquirer Sub”), and Horizon Therapeutics plc, a public limited company incorporated under the laws of Ireland (with registration number 507678) having its registered office at 70 St. Stephen’s Green, Dublin 2, D02 E2X4, Ireland (the “Company”).

TRANSACTION AGREEMENT by and between COMMONWEALTH REIT and SELECT INCOME REIT
Transaction Agreement • March 13th, 2012 • CommonWealth REIT • Real estate investment trusts • Massachusetts

THIS TRANSACTION AGREEMENT made March 12, 2012, by and between COMMONWEALTH REIT, a Maryland real estate investment trust (“CWH”) and SELECT INCOME REIT (“SIR”), a Maryland real estate investment trust.

AMENDMENT DATED AS OF APRIL 30, 2003 TO THE TRANSACTION AGREEMENT
Transaction Agreement • June 28th, 2004 • Credit Suisse Group • Finance services • New York

AMENDMENT, dated as of April 30, 2003, to the Transaction Agreement, dated as of January 7, 2003, between CREDIT SUISSE FIRST BOSTON (USA), INC., a corporation organized under the laws of the State of Delaware (the “Seller”) and THE BANK OF NEW YORK COMPANY, INC., a corporation organized under the laws of the State of New York (the “Purchaser”).

TRANSACTION AGREEMENT by and among: ENDEAVOR GROUP HOLDINGS, INC., ENDEAVOR OPERATING COMPANY, LLC, ZUFFA PARENT, LLC, WORLD WRESTLING ENTERTAINMENT, INC., NEW WHALE INC., and WHALE MERGER SUB INC. Dated as of April 2, 2023
Transaction Agreement • September 5th, 2023 • New Whale Inc. • Services-amusement & recreation services • Delaware

THIS TRANSACTION AGREEMENT is made and entered into as of April 2, 2023, by and among: Endeavor Group Holdings, Inc., a Delaware corporation (“EDR”); Endeavor Operating Company, LLC, a Delaware limited liability company and a Subsidiary of EDR (“EDR OpCo”); Zuffa Parent, LLC, a Delaware limited liability company and a Subsidiary of EDR (“HoldCo”); World Wrestling Entertainment, Inc., a Delaware corporation (“WWE”); New Whale Inc., a Delaware corporation and a wholly owned Subsidiary of WWE (“New PubCo”); and Whale Merger Sub Inc., a Delaware corporation and wholly owned Subsidiary of New PubCo (“Merger Sub”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

Exhibit 10.1 AMENDED AND RESTATED TRANSACTION AGREEMENT
Transaction Agreement • April 15th, 2005 • Rubicon Medical Corp • Surgical & medical instruments & apparatus • Delaware
TRANSACTION AGREEMENT dated as of January 31, 2017 among MSG TG, LLC, TG MERGER SUB, LLC, the Persons identified on the signature pages hereto as “MANAGEMENT SELLERS”, the Persons identified on the signature pages hereto as “ROLLOVER HOLDCO MEMBERS”,...
Transaction Agreement • March 18th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • Delaware

TRANSACTION AGREEMENT (this “Agreement”), dated as of January 31, 2017, by and among MSG TG, LLC, a Delaware limited liability company (“Parent”), TG MERGER SUB, LLC, a Delaware limited liability company (“Parent Merger Sub”), the persons identified on the signature pages hereto as “Management Sellers” (each, a “Management Seller” and, collectively, “Management Sellers”), the persons identified on the signature pages hereto as “Rollover Holdco Members” (together with the Management Sellers, each, a “Rollover Holdco Member” and, collectively, “Rollover Holdco Members”), the persons identified on the signature pages hereto as “Direct Rollover Members” (each, a “Direct Rollover Member” and, collectively, “Direct Rollover Members”), the persons identified on Annex A as “Group Entities” (each (including, from and after the consummation of the Restructuring, ManagementCo), a “Group Entity” and, collectively, the “Group Entities”), TG ROLLOVER HOLDCO LLC, a Delaware limited liability company

TRANSACTION AGREEMENT
Transaction Agreement • April 1st, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

Transaction Agreement (this “Agreement”), dated as of , 2020, by and among New York Knicks, LLC, a Delaware limited liability company (“Knicks LLC”), Westchester Knicks, LLC, a Delaware limited liability company (“Westchester Knicks”), Knicks Gaming, LLC, a Delaware limited liability company (“Knicks Gaming”), Knicks Holdings, LLC, a Delaware limited liability company (“Knicks Holdings”), MSG NYK Holdings, LLC, a Delaware limited liability company (“MSG NYK Holdings”), MSG Sports, LLC, a Delaware limited liability company (“MSG Sports”), The Madison Square Garden Company (to be renamed Madison Square Garden Sports Corp.), a Delaware corporation (“MSG” and together with Knicks LLC, Westchester Knicks, Knicks Gaming, Knicks Holdings, MSG NYK Holdings and MSG Sports, the “Team Parties”), MSG Arena, LLC, a Delaware limited liability company (“Arenaco”), MSG Arena Holdings, LLC, a Delaware limited liability company (“Arena Holdco” and together with Arenaco, the “Arena Companies”), MSG Natio

TRANSACTION AGREEMENT by and between BANCO BILBAO VIZCAYA ARGENTARIA, S.A. and COMPASS BANCSHARES, INC.
Transaction Agreement • June 28th, 2007 • Banco Bilbao Vizcaya Argentaria, S.A. • Commercial banks, nec • Texas

TRANSACTION AGREEMENT (this “Agreement”), dated as of February 16, 2007, by and among BANCO BILBAO VIZCAYA ARGENTARIA, S.A., a bank organized and existing under the Laws of Spain (“Parent”), and COMPASS BANCSHARES, INC., a Delaware corporation (the “Company”).

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Transaction Agreement • July 22nd, 2004 • Centerpoint Energy Inc • Electric services • Texas
EXHIBIT 10.1 TRANSACTION AGREEMENT dated as of September 9, 2002
Transaction Agreement • September 10th, 2002 • Cmgi Inc • Services-direct mail advertising services • Massachusetts
AMENDMENT NO. 8 TO TRANSACTION AGREEMENT
Transaction Agreement • March 6th, 2001 • Waller Sutton Media Partners L P • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 2.1 AMENDED AND RESTATED TRANSACTION AGREEMENT
Transaction Agreement • May 17th, 2002 • Usa Interactive • Television broadcasting stations • Delaware
FRANK C. LANZA
Transaction Agreement • April 6th, 1998 • Southern California Microwave Inc • Radio & tv broadcasting & communications equipment • New York
PROJECT GORDIE TRANSACTION AGREEMENT BY AND AMONG GREEKTOWN MOTHERSHIP LLC, PENN TENANT III, LLC AND VICI PROPERTIES L.P. Dated as of November 13, 2018
Transaction Agreement • November 14th, 2018 • Vici Properties Inc. • Real estate investment trusts • Delaware

This Transaction Agreement (this “Agreement”), dated as of November 13, 2018, is entered into by and among GREEKTOWN MOTHERSHIP LLC, a Delaware limited liability company (the “Seller”), Penn Tenant III, LLC, a Delaware limited liability company (the “OpCo Buyer”), and VICI Properties L.P., a Delaware limited partnership (the “PropCo Buyer”, together with the OpCo Buyer, the “Buyers” and together with the OpCo Buyer and the Seller, the “Parties” and each a “Party”).

TRANSACTION AGREEMENT by and between SELECT INCOME REIT and INDUSTRIAL LOGISTICS PROPERTIES TRUST
Transaction Agreement • January 18th, 2018 • Industrial Logistics Properties Trust • Real estate investment trusts • Maryland

THIS TRANSACTION AGREEMENT, made as of January 17, 2018, is by and between SELECT INCOME REIT, a Maryland real estate investment trust (“SIR”), and INDUSTRIAL LOGISTICS PROPERTIES TRUST, a Maryland real estate investment trust (“ILPT”).

DEED OF AMENDMENT NO. 1 TO TRANSACTION AGREEMENT
Transaction Agreement • January 29th, 2019 • Ensco PLC • Drilling oil & gas wells

THIS DEED OF AMENDMENT NO. 1 TO TRANSACTION AGREEMENT, dated as of January 28, 2019 (this “Amendment”), is by and between Ensco plc, a public limited company organized under the Laws of England and Wales (“Ensco”), and Rowan Companies plc, a public limited company organized under the Laws of England and Wales (“Rowan”). Ensco and Rowan are each sometimes referred to herein as a “Party” and collectively as the “Parties”.

TRANSACTION AGREEMENT
Transaction Agreement • October 26th, 2009 • New York

This Transaction Agreement is dated as of October 25, 2009, among Nortel Networks Limited, a corporation organized under the laws of Canada (“NNL”), Nortel Networks Inc., a corporation organized under the laws of Delaware (“NNI” and, together with NNL, the “Sellers”), and Hitachi, Ltd., a corporation organized under the laws of Japan (the “Purchaser”).

Contract
Transaction Agreement • November 20th, 2020

Whether The transaction Agreement entered between GSIDC and Nikhil Comforts for supply, Installation, testing & commissioning of VRF Indoor and Outdoor Units suitable for R-410 Gas, refrigerant piping with insulation, drain piping with insulation, MS stands, Cabling, Additional Refrigerant and associated electrical works would be classifiable to cover under the definition of "works contact" liable to CGST/SGST/IGST covered under Sr. No 3 Item No. 3 of Notification No 20/2017 /Central Tax Rate) dated 22/08/2017. HELD Answered in the negative. (2) Whether The transaction is Composite supply liable to tax at the rate applicable to Air-Conditioners which are the principal goods involved in the transaction under Schedule IV, Sr. No 119 of Notification No

TRANSACTION AGREEMENT by and among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC and REIT MANAGEMENT & RESEARCH LLC January 29, 2007
Transaction Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Massachusetts

THIS TRANSACTION AGREEMENT is made January 29, 2007, by and among (a) HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (including its successors and permitted assigns, “HPT”); (b) HPT TA PROPERTIES TRUST, a Maryland real estate investment trust (including its successors and permitted assigns, “HPT TRUST LANDLORD”); (c) HPT TA PROPERTIES LLC, a Maryland limited liability company (including its successors and permitted assigns, “HPT LLC LANDLORD” and together with HPT Trust Landlord, “HPT LANDLORD”); (d) TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (including its successors and permitted assigns, “TCA LLC”); and (e) REIT MANAGEMENT & RESEARCH LLC, a Delaware limited liability company (including its successors and permitted assigns, “RMR”).

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