Wachtell, Lipton, Rosen & Katz Sample Contracts
EXHIBIT 10.27 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 13th, 2004 • Nalco Holding CO • Miscellaneous chemical products • Delaware
Among PK SALE LLC, as Borrower PRK HOLDINGS I LLC, PRK HOLDINGS II LLC, PRK HOLDINGS III LLC, as Guarantors KIMCO REALTY CORPORATION, as Guarantor THE LENDERS from time to time party hereto,Credit Agreement • November 3rd, 2006 • Kimco Realty Corp • Real estate investment trusts • New York
Exhibit 10.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 11th, 2002 • Avaya Inc • Telephone & telegraph apparatus • Delaware
190,000,000 10-1/4% Senior Subordinated Notes due 2013Indenture • November 14th, 2003 • Seminis Inc • Agricultural production-crops • New York
Exhibit 1.1 FIRSTAR CORPORATION MEDIUM-TERM NOTES DUE NINE MONTHS OR MORE FROM DATE OF ISSUE DISTRIBUTION AGREEMENTDistribution Agreement • July 19th, 1999 • Firstar Corp /New/ • Blank checks • New York
RECITALSSeverance Agreement • February 13th, 2004 • Franklin Bank Corp • Savings institutions, not federally chartered • Texas
R E C I T A L SEscrow Agreement • October 13th, 2004 • Warburg Pincus Private Equity Viii L P • Wholesale-miscellaneous nondurable goods • New York
SECTION 1. Representations and Warranties by the Company 2 (a) Representations and Warranties 2 (i) Offering Memorandum 2 (ii) Incorporated Documents 2 (iii) Independent Accountants 3 (iv) Financial Statements 3 (v) No Material Adverse Change in...Purchase Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
EXHIBIT 10.01 AMENDED AND RESTATED VOTING AGREEMENT AMENDED AND RESTATED VOTING AGREEMENT (this "Agreement"), dated as of August 28, 2006, by and among Universal Computer Systems Holding, Inc., a Delaware corporation ("Parent"), Racecar Acquisition...Voting Agreement • August 29th, 2006 • Reynolds & Reynolds Co • Services-computer integrated systems design • Ohio
SUBSCRIPTION AGREEMENT by and amongSubscription Agreement • December 31st, 1997 • Security Capital U S Realty • Insurance agents, brokers & service • Maryland
Exhibit 8 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of July 10, 1997, by and between Insilco Corporation, a Delaware corporation (the "Company"), and Water Street Corporate Recovery Fund I, L.P., a Delaware limited...Stock Purchase Agreement • July 16th, 1997 • Goldman Sachs Group Lp • New York
Exhibit 10.1 ------------ EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into as of the __________day of____, 199_, by and between JP Foodservice, Inc., a Delaware corporation (the "Company"), and Mark Van Stekelenburg (the...Employment Agreement • August 1st, 1997 • Jp Foodservice Inc • Wholesale-groceries, general line • California
EXHIBIT 10.1 NOTE PURCHASE AGREEMENT dated as of August 1, 2003 by and between CROWN MEDIA HOLDINGS, INC., and HC CROWN CORP TABLE OF CONTENTSNote Purchase Agreement • August 6th, 2003 • Crown Media Holdings Inc • Cable & other pay television services • New York
AMSCAN HOLDINGS, INC. WARRANT AGREEMENT Dated as of August 6, 1998 WARRANT AGREEMENT (the "Agreement") dated as of August 6, 1998, between AMSCAN HOLDINGS, INC., a Delaware corporation (the "Company"), and the Garry Kieves Retained Annuity Trust (the...Warrant Agreement • August 6th, 1998 • Amscan Holdings Inc • Wholesale-paper & paper products • New York
EXHIBIT 10.7 [SECOND REVISED EXECUTION COPY] FIFTEENTH AMENDMENT, WAIVER AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS FIFTEENTH AMENDMENT, WAIVER AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 15, 2002 (this...Credit Agreement • November 14th, 2002 • Budget Group Inc • Services-auto rental & leasing (no drivers)
Exhibit 10.2 OPTION AGREEMENT This AGREEMENT (this "Agreement"), made this 21st day of September 2005, by and between RECKSON OPERATING PARTNERSHIP, L.P., a Delaware limited partnership ("Owner Operating Partnership") having an address at 225...Option Agreement • September 27th, 2005 • Reckson Operating Partnership Lp • Real estate investment trusts • New York
AmongMerger Agreement • August 22nd, 2005 • Whirlpool Corp /De/ • Household appliances • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER by and between THE BEAR STEARNS COMPANIES INC.Merger Agreement • March 20th, 2008 • Bear Stearns Companies Inc • Security brokers, dealers & flotation companies • Delaware
1 EXHIBIT 1.1 12,500,000 Shares CROWN MEDIA HOLDINGS, INC. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 5th, 2000 • Crown Media Holdings Inc • Cable & other pay television services • New York
RECITALSStock Option Agreement • March 13th, 2000 • Mirage Resorts Inc • Services-miscellaneous amusement & recreation • Nevada
PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this "Agreement"), dated as of August 3, 2004, is between First Union Real Estate Equity and Mortgage Investments, an Ohio Business Trust ("FUR"), and Kimco Realty Services, Inc., a...Purchase and Sale Agreement • August 4th, 2004 • Kimco Realty Corp • Real estate investment trusts • Maryland
1 EXHIBIT 1.1 7,200,000 SHARES MARTHA STEWART LIVING OMNIMEDIA, INC. CLASS A COMMON STOCK $.01 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 1999 • Martha Stewart Living Omnimedia Inc • Periodicals: publishing or publishing & printing • New York
RECITALSStock Option Agreement • February 26th, 1998 • Young & Rubicam Inc • Delaware
SECOND AMENDMENT AND WAIVER TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of October 2, 1996Revolving Credit Agreement • October 18th, 1996 • Merisel Inc /De/ • Wholesale-computers & peripheral equipment & software • California
by and among DSW INC. andRegistration Rights Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • New York
9 7/8% SENIOR SUBORDINATED NOTES DUE DECEMBER 2007Purchase Agreement • January 5th, 1998 • Goldman Sachs Group Lp • New York
ARTICLE 4 REPRESENTATIONS AND WARRANTIES OF THE COMPANYMerger Agreement • May 3rd, 2001 • PFC Acquisition Corp • Services-computer programming services • Delaware
dated as of May 10, 1998 betweenAsset Purchase Agreement • October 8th, 1998 • Jefferson Smurfit Corp /De/ • Paperboard mills • New York
OFStockholders' Agreement • October 25th, 2004 • Nalco Holding CO • Miscellaneous chemical products • Delaware
andRights Agreement • May 25th, 1999 • Whitman Corp/New/ • Bottled & canned soft drinks & carbonated waters • Delaware
AMONGAsset Purchase Agreement • August 29th, 2006 • Brown Forman Corp • Beverages • New York
3,471,010 SHARES NUVEEN INVESTMENTS, INC. CLASS A COMMON STOCK (PAR VALUE $0.01 PER SHARE) UNDERWRITING AGREEMENT August 4, 2005Underwriting Agreement • August 8th, 2005 • Nuveen Investments Inc • Investment advice • New York
dated as of January 4, 1997Asset Purchase Agreement • January 6th, 1997 • Raytheon Co • Search, detection, navagation, guidance, aeronautical sys • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • February 26th, 1999 • Usa Networks Inc • Television broadcasting stations • Delaware
THIS TERMINATION AGREEMENT (this "Agreement"), dated as of December 13, ---------- 2001, is by and between CarrAmerica Realty Corporation, a Maryland corporation ("Carr"), and Security Capital Group Incorporated, a Maryland corporation ---- ("Security...Termination Agreement • March 18th, 2002 • Carramerica Realty Corp • Real estate investment trusts • Maryland