LOAN AGREEMENT Dated as of June 30, 2007Loan Agreement • July 10th, 2007 • GTJ REIT, Inc. • Real estate investment trusts • New York
Valley National Bancorp (a New Jersey corporation) 4,000,000 SharesUnderwriting Agreement • August 1st, 2017 • Valley National Bancorp • National commercial banks • New York
Valley National Bancorp, a New Jersey corporation (the “Company”), confirms its agreement with Keefe, Bruyette & Woods, Inc. (“KBW”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom KBW is acting as representative (in such capacity, the “Representative”) with respect to (i) the issue and sale by the Company, and the purchase by the Underwriters of 4,000,000 shares of 5.50% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series B, no par value (the “Series B Preferred Stock”), of the Company (the “Firm Securities”), and (ii) at the election of the Underwriters, an additional 600,000 shares of Series B Preferred Stock of the Company (the “Additional Securities” and together with the Firm Securities, the “Securities”).
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT, dated as of March 13, 2007, is by and between FIVE STAR PRODUCTS, INC., a Delaware Corporation (the "Purchaser"), and RIGHT-WAY DEALER WAREHOUSE, INC., a Massachusetts corporation (the "Seller")....Asset Purchase Agreement • March 19th, 2007 • National Patent Development Corp • Miscellaneous manufacturing industries • Massachusetts
Exhibit 10.1 AGREEMENT OF LEASE KAMPNER REALTY, LLCAgreement of Lease • April 11th, 2007 • National Patent Development Corp • Miscellaneous manufacturing industries • New York
FIRST COMMONWEALTH FINANCIAL CORPORATION (a Pennsylvania corporation) 16,125,000 Shares of Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), proposes to sell 16,125,000 shares (the “Firm Stock”) of the Company’s common stock, par value $1.00 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of 2,418,750 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
WISCONSIN STUDENT DATA PRIVACY AGREEMENTPrivacy Agreement • June 18th, 2020 • Wisconsin
This Wisconsin Student Data Privacy Agreement (“DPA”) is entered into by and between the GREEN BAY AREA PUBLIC SCHOOL DISTRICT (hereinafter referred to as “LEA”) and VISTA HIGHER LEARNING, INC. (hereinafter referred to as “Provider” and, together with LEA, the “Parties”) as of June _18 , 2020. The Parties agree to the terms as stated herein.
Mortgagor's 444 Merrick Road - Notice Address: Suite 370 Lynbrook, New York 11563Mortgage and Security Agreement • July 10th, 2007 • GTJ REIT, Inc. • Real estate investment trusts
Valley National BancorpPurchase Agreement • June 19th, 2015 • Valley National Bancorp • National commercial banks • New York
Valley National Bancorp, a New Jersey corporation (the “Company”) confirms its agreement with Sandler O’Neill + Partners, L.P. (“Sandler”), Keefe, Bruyette & Woods, Inc. (“KBW”) and Deutsche Bank Securities Inc. (“DB”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Sandler, KBW and DB are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $100,000,000 aggregate principal amount of the Company’s 4.55% Subordinated Debentures due June 30, 2025 (the “Securities”). The Securities are to be issued pursuant to an indenture to be dated as of June 19, 2015 between the Company and the Bank of New York Mellon Trust Company, N.A.,
DATA PRIVACY AGREEMENT (DPA) FOR TEXAS K-12 INSTITUTIONSTexas • July 21st, 2020
History of Agreement - This agreement has been drafted by the Texas Student Privacy Alliance (TXSPA). The Alliance is a collaborative group of Texas school districts that share common concerns around student and data privacy. The Texas K-12 CTO Council is the organization that sponsors the TXSPA and the TXSPA is the Texas affiliate of the national Student Data Privacy Consortium (SDPC). The SDPC works with other state alliances by helping establish common data privacy agreements unique to the jurisdiction of each state. This Texas agreement was drafted specifically for K-12 education institutions and included broad stakeholder input from Texas school districts, statewide associations such as TASB, TASA, and TASBO, and the Texas Education Agency. The purpose of this agreement is to set standards of both practice and expectations around data privacy such that all parties involved have a common understanding of expectations. This agreement also provides a mechanism (Exhibit E- General Off
CREDIT AGREEMENT dated as of June 11, 2013, among SCHOOL SPECIALTY, INC., as Borrower THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent and Collateral Agent CREDIT SUISSE SECURITIES (USA) LLC as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • August 7th, 2013 • School Specialty Inc • Wholesale-durable goods • New York
CREDIT AGREEMENT dated as of June 11, 2013 (this “Agreement”), among SCHOOL SPECIALTY, INC., a Delaware corporation (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in these introductory statements having the meaning given it in Article I) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Lenders.
732,500 Shares TRANSACT TECHNOLOGIES INCORPORATED Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2021 • Transact Technologies Inc • Computer peripheral equipment, nec • New York
NAUGATUCK VALLEY FINANCIAL CORP. (a Maryland-chartered Stock Corporation) Up to 2,751,950 Shares (Subject to Increase Up to 3,164,743 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share FORM OF AGENCY AGREEMENTAgency Agreement • September 20th, 2010 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Maryland
ESCROW AGREEMENTEscrow Agreement • June 13th, 2008 • Ridgewood Power Growth Fund /Nj • Electric & other services combined
WARRANT AGREEMENT Dated as of May [ ], 2010 between Valley National Bancorp and American Stock Transfer & Trust Company, LLC as Warrant Agent Warrants for Common StockWarrant Agreement • May 18th, 2010 • Valley National Bancorp • National commercial banks • New York
WARRANT AGREEMENT dated as of May [ ], 2010 (this “Agreement”), between Valley National Bancorp (the “Company”) and American Stock Transfer & Trust Company, LLC as Warrant Agent (the “Warrant Agent”).
600,000 Shares FIRST GUARANTY BANCSHARES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2015 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
2,532,542 Warrants Valley National Bancorp UNDERWRITING AGREEMENTUnderwriting Agreement • May 24th, 2010 • Valley National Bancorp • National commercial banks • New York
The United States Department of the Treasury (the “Selling Security Holder”) proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto, for whom you are acting as representative (the “Representative”), an aggregate of up to 2,532,542 warrants (the “Warrants”) of Valley National Bancorp, a New Jersey corporation (the “Company”), representing the right to purchase an aggregate of up to that same number of shares (the “Warrant Shares”) of the Company’s common stock, no par value (the “Common Stock”). The respective maximum amounts of the Warrants to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto.
SECURITIES PURCHASE AGREEMENT STANDARD TERMSSecurities Purchase Agreement • December 19th, 2008 • New York
WHEREAS, the United States Department of the Treasury (the “Investor”) may from time to time agree to purchase shares of preferred stock and warrants from eligible financial institutions which elect to participate in the Troubled Asset Relief Program Capital Purchase Program (“CPP”);
CREDIT AGREEMENT dated as of February 26, 2021 by and among EASTMAN KODAK COMPANY, as Borrower THE LENDERS PARTY HERETO, as Lenders, and ALTER DOMUS (US) LLC as Administrative AgentCredit Agreement • March 1st, 2021 • Eastman Kodak Co • Photographic equipment & supplies • New York
This CREDIT AGREEMENT (this “Agreement”) dated as of February 26, 2021, among EASTMAN KODAK COMPANY, a New Jersey corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), and Alter Domus (US) LLC, as Administrative Agent.
Valley National Bancorp PLACEMENT AGREEMENTNew York • May 18th, 2015
The United States Department of the Treasury (the “Selling Security Holder”) will offer to Bidders (as defined below) and will sell directly to the Winning Bidder (as defined in Section 2 hereof), and Deutsche Bank Securities Inc. (the “Placement Agent”) will act as the Selling Security Holder’s exclusive placement agent for the sale of, a warrant (the “Warrant”) of Valley National Bancorp, a New Jersey corporation (the “Company”), representing the right to purchase an aggregate of up to shares (the “Warrant Shares”) of the Company’s no par value common stock, (the “Common Stock”), in a placement (the “Placement”) to “qualified institutional buyers,” as defined in Rule 144A (each, a “QIB”) under the Act (as hereinafter defined), to certain “accredited investors,” as defined in Rule 501(a)(1), (2), (3) or (7) of Regulation D (each an “Institutional Accredited Investor”) under the Act, who have represented to us that they have total assets in excess of $25,000,000, and to directors and e
] Shares* FIRST GUARANTY BANCSHARES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 8th, 2014 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
First Guaranty Bancshares, Inc., a Louisiana corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), and certain shareholders of the Company named in Schedule II hereto (each a “Selling Shareholder” and, collectively, the “Selling Shareholders”), severally and not jointly, propose, subject to the terms and conditions stated herein, to sell to the Underwriters, an aggregate of [ ] shares of the Company’s Common Stock, par value $1.00 per share (the “Common Stock”), of which (a) [ ] shares are to be issued and sold by the Company, and (b) [ ] shares are to be sold by the Selling Shareholders, each Selling Shareholder selling the number of shares set forth opposite such Selling Shareholder’s name in Schedule II hereto. The aggregate of [ ] shares to be purchased from the Company and the Selling Shareholders are called the “Firm Shares.” In addition, the Company
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 20, 2018Agreement and Plan of Merger • September 24th, 2018 • Independent Bank Corp • State commercial banks • Massachusetts
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of September 20, 2018, by and among Independent Bank Corp. (“Buyer”), Rockland Trust Company, a wholly owned subsidiary of Buyer (“Buyer Bank”), Blue Hills Bancorp, Inc. (“Company”), and Blue Hills Bank a wholly owned subsidiary of Company (“Company Bank”). Capitalized terms used in this Agreement have the meaning set forth in Article VIII.
EX-10.12 13 d430323dex1012.htm TERM LOAN AGREEMENT Execution Version Published CUSIP Number: 44982JAE8 TERM LOAN AGREEMENT Dated as of April 20, 2012 among ING AMERICA INSURANCE HOLDINGS, INC. as the Borrower, BANK OF AMERICA, N.A., as Administrative...Term Loan Agreement • May 5th, 2020 • New York
This TERM LOAN AGREEMENT (“Agreement”) is entered into as of April 20, 2012, among ING AMERICA INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
EMPLOYMENT AGREEMENTEmployment Agreement • November 6th, 2013 • Infor, Inc. • Services-prepackaged software • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of October 16, 2013, by and between Infor (US), Inc., a Delaware corporation (the “Company”), and Nicole Anasenes (“Executive”), and, except as otherwise expressly provided in the last sentence of this paragraph, shall become effective upon Executive’s commencement of employment (the “Effective Date”), which is expected to commence as of November 8, 2013. The Company is an indirect, wholly-owned Subsidiary of Infor Enterprise Applications, LP, a Delaware limited partnership (“Parent”). The Company and Executive agree that, unless Executive has commenced employment with the Company as of November 22, 2013, except for the provisions of Section 9 below, this Agreement shall be null and void and shall have no further force or effect.
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 25, 2017 among GLOBAL OPERATING LLC, GLOBAL COMPANIES LLC, GLOBAL MONTELLO GROUP CORP. GLEN HES CORP. CHELSEA SANDWICH LLC GLP FINANCE CORP. GLOBAL ENERGY MARKETING LLC GLOBAL CNG LLC...Credit Agreement • May 5th, 2023 • Global Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this "Agreement") is entered into as of April 25, 2017, among GLOBAL OPERATING LLC, a Delaware limited liability company ("OLLC"), GLOBAL COMPANIES LLC, a Delaware limited liability company ("Global"), GLOBAL MONTELLO GROUP CORP., a Delaware corporation ("Montello"), GLEN HES CORP., a Delaware corporation ("Glen Hes"), CHELSEA SANDWICH LLC, a Delaware limited liability company ("Chelsea LLC"), GLP FINANCE CORP., a Delaware corporation ("Finance"), GLOBAL ENERGY MARKETING LLC, a Delaware limited liability company ("GEM"), GLOBAL CNG LLC, a Delaware limited liability company ("CNG"), ALLIANCE ENERGY LLC, a Massachusetts limited liability company ("Alliance"), CASCADE KELLY HOLDINGS LLC, an Oregon limited liability company ("Cascade") and WARREN EQUITIES, INC., a Delaware Corporation ("Warren" and, collectively with OLLC, Global, Montello, Glen Hes, Che
Peapack-Gladstone Financial Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • June 15th, 2016 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York
Valley National Bancorp (a New Jersey corporation)Underwriting Agreement • June 2nd, 2020 • Valley National Bancorp • National commercial banks • New York
Valley National Bancorp, a New Jersey corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) pursuant to the terms set forth herein (this “Agreement”) $115,000,000 aggregate principal amount of the Company’s 5.25% Fixed-to-Floating Rate Subordinated Notes due June 15, 2030 (the “Securities”). The Securities will be issued pursuant to an indenture, to be dated as of the Closing Time (as defined below) (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”), as supplemented by a supplemental indenture thereto relating to the Securities, to be dated as of the Closing Time, between the Company and the Trustee (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
50,000,000 Aggregate Principal Amount of Fixed-to-Floating Rate Subordinated Notes Due March 15, 2029 ISSUING AND PAYING AGENCY AGREEMENTIssuing and Paying Agency Agreement • March 18th, 2019 • Independent Bank Corp • State commercial banks • New York
ISSUING AND PAYING AGENCY AGREEMENT, dated as of March 14, 2019 (the “Agreement”), between Independent Bank Corp. (the “Company”), a corporation organized under the laws of the Commonwealth of Massachusetts, as issuer (the “Issuer”), and U.S. Bank National Association, a national banking association, as issuing and paying agent (the “Issuing and Paying Agent”).
SUBSCRIPTION AGENT AGREEMENTSubscription Agent Agreement • September 6th, 2012 • 1st Constitution Bancorp • Savings institution, federally chartered • New Jersey
THIS SUBSCRIPTION AGENT AGREEMENT (“Agreement”) between 1st Constitution Bancorp, a New Jersey corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation (the “Agent”), is dated as of September 5, 2012.
EX-10.2 7 dex102.htm FORM OF TAX SEPARATION AGREEMENT TAX SEPARATION AGREEMENTTax Separation Agreement • May 5th, 2020 • Delaware
This TAX SEPARATION AGREEMENT is dated as of December 12, 2008, by and between The Phoenix Companies, Inc. (“PNX”), a Delaware corporation, and Virtus Investment Partners, Inc. (“Spinco”), a Delaware corporation.
FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of May 1, 2023 among VOYA FINANCIAL, INC. as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, a Fronting L/C Issuer and Several L/C Agent, The Other...Revolving Credit Agreement • May 4th, 2023 • Voya Financial, Inc. • Life insurance • New York
This FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (“Agreement”) is entered into as of May 1, 2023, among VOYA FINANCIAL, INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, a Fronting L/C Issuer and Several L/C Agent.
HUDSON VALLEY HOLDING CORP. (a New York corporation) 3,600,000 Shares of Common Stock (Par value $0.20 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2009 • Hudson Valley Holding Corp • State commercial banks • New York
FOX-PITT KELTON COCHRAN CARONIA WALLER (USA) LLC RAYMOND JAMES & ASSOCIATES, INC. As representatives of the several Underwriters named in Schedule I hereto c/o Fox-Pitt Kelton Cochran Caronia Waller (USA) LLC 420 Fifth Avenue New York, New York 10018
Subordinated Loan AgreementSubordinated Loan Agreement • October 16th, 2015 • SBT Bancorp, Inc. • State commercial banks • New York
This Subordinated Loan Agreement (this “Agreement”) is dated as of September 30, 2015 (the “Agreement Date”), and is made by and between SBT Bancorp, Inc., a Connecticut corporation (“Borrower”), and Community Funding CLO, Ltd., a Cayman Islands exempted company incorporated with limited liability (“Initial Lender”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2012 • Nephros Inc • Surgical & medical instruments & apparatus • New Jersey
This EMPLOYMENT AGREEMENT (this “Agreement”), made in River Edge, New Jersey as of the 20th day of April 2012 (the “Effective Date”), between Nephros, Inc., a Delaware corporation having its executive offices and principal place of business at 41 Grand Avenue, River Edge, New Jersey 07661 (the “Company”), and John C. Houghton (“Executive”).
EX-10.20 3 dex1020.htm PREFERRED SUPPLIER AGREEMENT EXECUTION COPYPreferred Supplier Agreement • May 5th, 2020 • New York
CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS DOCUMENT BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934 AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THE LOCATION OF OMITTED TEXT IS INDICATED BY AN ASTERISK (*)
CONTRACT OF SALEContract of Sale • October 21st, 2008 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts • New Jersey
THIS CONTRACT OF SALE (this “Agreement”) is made and entered into as of the 17th day of July, 2008, by and between 100/200 CAMPUS DRIVE, L.L.C., a Delaware limited liability company, having an address at 245 Park Avenue, New York, New York 10167 (“Seller”) and KBS CAPITAL ADVISORS LLC, a Delaware limited liability company, having an address at 590 Madison Avenue, 26th Floor, New York, New York 10022 (“Purchaser”).
