Vedder Price Sample Contracts

2) BANCO POPOLARE DI VERONA E NOVARA S.C. R.L. LONDON BRANCH
Loan Agreement • October 12th, 2005 • Navalmar (UK) LTD • Deep sea foreign transportation of freight
LEASE AGREEMENT
Lease Agreement • February 14th, 2002 • Turn Works Acquisition Iii Sub a Inc • New York
OF DAVID C. MCCOURT
Employment Agreement • June 14th, 2007 • Narrowstep Inc • Communications services, nec • Delaware
RECITALS
Employment Agreement • August 14th, 2000 • Allscripts Inc /Il • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
CIVISTA BANCSHARES, INC. (an Ohio corporation) 1,400,000 Common Shares (Without Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • February 22nd, 2017 • Civista Bancshares, Inc. • State commercial banks • New York
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Credit Agreement • July 11th, 2000 • Topps Co Inc • Commercial printing • New York
SALE AND SERVICING AGREEMENT
Sale and Servicing Agreement • May 22nd, 2002 • Consumer Portfolio Services Inc • Finance services • New York
SURGICAL CARE AFFILIATES, INC. 7,000,000 Shares of Common Stock Underwriting Agreement
Surgical Care Affiliates, Inc. • March 23rd, 2015 • Services-specialty outpatient facilities, nec • New York

Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Surgical Care Affiliates, Inc., a Delaware corporation (the “Company”), propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 7,000,000 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company (the “Underwritten Shares”). In addition, certain of the Selling Stockholders, as indicated in Schedule 2 hereto, propose to sell, at the option of the Underwriters, up to an additional 1,050,000 shares of Common Stock of the Company (the “Option Shares”) in the individual amounts indicated in Schedule 2 hereto under the column titled “Number of Option Shares”. The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The outstanding shares of Common Stock of the Company are referred to herein as the “Stock”.

EXHIBIT 99.1 ------------ AGREEMENT AND PLAN OF MERGER by and between S.I. ACQUISITION LLC, an Illinois limited liability company
Agreement and Plan of Merger • February 18th, 2003 • Successories Inc • Commercial printing • Illinois
AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 25, 2009 among WMS INDUSTRIES INC., as Borrower, The other Loan Parties, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES INC., as Joint...
Credit Agreement • October 1st, 2009 • WMS Industries Inc /De/ • Miscellaneous manufacturing industries • Illinois

AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 25, 2009 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among WMS INDUSTRIES INC., a Delaware corporation, the other Loan Parties, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

EMPLOYMENT AGREEMENT between Minnesota Mining and Manufacturing Company and W. James McNerney, Jr.
Employment Agreement • February 20th, 2001 • Minnesota Mining & Manufacturing Co • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware
ACCO BRANDS CORPORATION as Issuer, and the Guarantors named herein 4.25% Senior Notes due 2029 INDENTURE Dated as of March 15, 2021 Wells Fargo Bank, National Association, as Trustee
Indenture • March 16th, 2021 • ACCO BRANDS Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York

INDENTURE dated as of March 15, 2021 among ACCO Brands Corporation, a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) and Wells Fargo Bank National Association, a national banking association, as trustee (the “Trustee”).

RECITALS
Employment Agreement • March 19th, 2001 • Navigant Consulting Inc • Services-management consulting services • Illinois
SURGICAL CARE AFFILIATES, INC. [•] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • October 16th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York

Surgical Care Affiliates, Inc., a Delaware corporation (“Surgical Care Affiliates”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] shares of common stock, par value $0.01 per share, of the Company (as defined below), and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several Underwriters an aggregate of [•] shares of common stock of the Company (collectively, the “Underwritten Shares”). In addition, certain of the Selling Stockholders, as indicated in Schedule 2 hereto, propose to sell, at the option of the Underwriters, up to an additional [•] shares of common stock of the Company (the “Option Shares”) in the individual amounts indicated in Schedule 2 hereto under the column titled “Number of Option Shares”. The Underwritten Shares and the Option Shares are herein referred

Underwriting Agreement
Underwriting Agreement • October 12th, 2012 • Privatebancorp, Inc • State commercial banks • New York
SUBLEASE
Sublease • November 23rd, 1998 • Netplex Group Inc • Services-prepackaged software
SUBADVISORY AGREEMENT
Subadvisory Agreement • August 20th, 2014 • Columbia Funds Variable Series Trust II • Massachusetts

Agreement made as of the 18th day of June, 2014 by and between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”), and Segall Bryant & Hamill LLC, a Delaware limited liability company (“Subadviser”).

RECITALS
Asset Acquisition Agreement • November 23rd, 1998 • Netplex Group Inc • Services-prepackaged software • Oklahoma
AGREEMENT AND PLAN OF MERGER by and among ENOVA INTERNATIONAL, INC., ENERGY MERGER SUB, INC. and ON DECK CAPITAL, INC. Dated as of July 28, 2020
Agreement and Plan of Merger • October 13th, 2020 • Enova International, Inc. • Personal credit institutions • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of July 28, 2020, by and among Enova International, Inc., a Delaware corporation (“Parent”), Energy Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and On Deck Capital, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.

CREDIT AGREEMENT among ALLSCRIPTS HEALTHCARE SOLUTIONS, INC., as Borrower, ALLSCRIPTS HEALTHCARE, LLC, as Co-Borrower The Several Lenders from Time to Time Parties Hereto, CITIBANK, N.A., as Syndication Agent, KEYBANK NATIONAL ASSOCIATION, SUNTRUST...
Credit Agreement • July 2nd, 2013 • Allscripts Healthcare Solutions, Inc. • Services-computer integrated systems design • New York

CREDIT AGREEMENT (this “Agreement”), dated as of June 28, 2013, among Allscripts Healthcare Solutions, Inc., a Delaware corporation (the “Borrower”), Allscripts Healthcare, LLC, a North Carolina limited liability company (the “Co-Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), KeyBank National Association, SunTrust Bank, Deutsche Bank Securities Inc. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as co-documentation agents (in such capacity, each a “Co-Documentation Agent” and together the “Documentation Agents”), Citibank, N.A., as syndication agent (in such capacity, the “Syndication Agent”), and JPMorgan Chase Bank, N.A., as administrative agent.

REVOLVING CREDIT AGREEMENT (2009-2A) dated as of November 24, 2009 between WILMINGTON TRUST COMPANY, not in its individual capacity, but solely as Subordination Agent, as Agent and Trustee for the United Air Lines Pass Through Trust 2009-2A, as...
Revolving Credit Agreement • November 24th, 2009 • United Air Lines Inc • Air transportation, scheduled • New York

THIS REVOLVING CREDIT AGREEMENT (2009-2A) dated as of November 24, 2009 (this “Agreement”), between WILMINGTON TRUST COMPANY, a Delaware banking corporation (“WTC”), not in its individual capacity but solely as Subordination Agent under the Intercreditor Agreement (each as defined below), as agent and trustee for the Class A Trust (as defined below) (the “Borrower”), and GOLDMAN SACHS BANK USA, a corporation organized under the banking law of the State of New York (the “Liquidity Provider”).

SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 18, 2011 among WMS INDUSTRIES INC., as Borrower, The other Loan Parties, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, as...
Credit Agreement • February 9th, 2012 • WMS Industries Inc /De/ • Miscellaneous manufacturing industries • Illinois

SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 18, 2011 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among WMS INDUSTRIES INC., a Delaware corporation, the other Loan Parties, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of October 19, 2011 among ANR RECEIVABLES FUNDING, LLC, as Seller ALPHA NATURAL RESOURCES, LLC, as Servicer THE VARIOUS CONDUIT PURCHASERS FROM TIME TO TIME PARTY HERETO, THE VARIOUS...
Receivables Purchase Agreement • October 21st, 2011 • Alpha Natural Resources, Inc. • Bituminous coal & lignite surface mining • New York

it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it), either such proceeding shall remain undismissed or unstayed for a period of 60 days, or any of the actions sought in such proceeding (including the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or for any substantial part of its property) shall occur; or the Seller, ANR, any Transferor the Servicer or the Originator shall take any corporate action to authorize any of the actions set forth above in this paragraph;

AGREEMENT AND PLAN OF MERGER BETWEEN NUCLEUS, INC. AND YOUNG DATA SYSTEMS, INC. AND TODD YOUNG (PRINCIPAL SHAREHOLDER) JUNE 15, 1999
Agreement and Plan of Merger • August 16th, 1999 • Nucleus Inc • Services-computer rental & leasing • Illinois
Shares P10, INC. CLASS A COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENT
Underwriting Agreement • October 12th, 2021 • P10, Inc. • Investment advice • New York
CALAMOS DYNAMIC CONVERTIBLE AND INCOME FUND [ ] Common Shares of Beneficial Interest $25.00 per Share UNDERWRITING AGREEMENT
Underwriting Agreement • March 25th, 2015 • Calamos Dynamic Convertible & Income Fund • New York
Agreement and Plan of Reorganization
Agreement and Plan of Reorganization • May 25th, 2022 • Columbia Funds Series Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION dated as of October 5, 2021 (the “Agreement”), is by and among the Target Company, as defined below, on behalf of each of its series that is a Target Fund, as defined below, the Acquiring Company, as defined below, on behalf of each of its series that is an Acquiring Fund, as defined below, and, for purposes of paragraphs 6.8, 10.2, 12.2 and 15 of this Agreement only, BMO Asset Management Corp. (“BMO AM”), the investment adviser of each Target Fund and Bank of Montreal (“BMO Parent” and, together with BMO AM, “BMO”), and for purposes of paragraphs 10.2, 12.2 and 15 of this Agreement only, Columbia Management Investment Advisers, LLC (“Columbia Threadneedle”), the investment adviser to each Acquiring Fund.

ACCO BRANDS CORPORATION as Issuer, and the Guarantors named herein 10.625% Senior Secured Notes due 2015 INDENTURE Dated as of September 30, 2009 U.S. Bank National Association,
Indenture • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York

INDENTURE dated as of September 30, 2009 among ACCO BRANDS CORPORATION, a Delaware corporation (“ACCO” or the “Company”), the Guarantors (as defined herein) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).