June 29, 1998 Kenneth Siegel, Esq. Cognizant Corporation 200 Nyala Farms Westport, CT 06880 Earl Doppelt, Esq. ACNielsen Corporation 177 Broad Street Stamford, CT 06901 Dear Sirs: Reference is made to the Distribution Agreement (the "1996 Distribution...Distribution Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management
ANDAgreement and Plan of Merger • February 22nd, 2002 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") dated May 15, 2000, by and between The Dun & Bradstreet Corporation (the "Company") and Allan Z. Loren ("Executive"). WITNESSETH: WHEREAS, the Company desires to employ Executive and to enter...Employment Agreement • August 14th, 2000 • Dun & Bradstreet Corp /De/ • Services-consumer credit reporting, collection agencies • New York
CONFORMED COPY FIVE-YEAR CREDIT AGREEMENTCredit Agreement • October 4th, 2000 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
W I T N E S S E T H :Credit Agreement • November 14th, 2001 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
andRights Agreement • June 18th, 1998 • New Dun & Bradstreet Corp • Services-engineering, accounting, research, management • Delaware
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OfDun & Bradstreet Corp /De/ • August 14th, 1998 • Services-engineering, accounting, research, management • Delaware
betweenDistribution Agreement • June 18th, 1998 • New Dun & Bradstreet Corp • Services-engineering, accounting, research, management • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 12th, 2017 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
This REGISTRATION RIGHTS AGREEMENT dated June 12, 2017 (this “Agreement”) is entered into by and among Moody’s Corporation, a Delaware corporation (the “Company”) and J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representatives”), as representatives of the initial purchasers listed on Schedule 1 (the “Initial Purchasers”) to the Purchase Agreement dated as of June 1, 2017 among the Company and the Representatives (the “Purchase Agreement”).
ARTICLE I SERVICES PROVIDEDTransition Services Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
andRights Agreement • September 29th, 2000 • Dun & Bradstreet Corp /De/ • Services-consumer credit reporting, collection agencies • Delaware
UNDERWRITING AGREEMENT $500,000,000 4.250% Senior Notes due 2032 Moody’s CorporationUnderwriting Agreement • August 8th, 2022 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
Moody’s Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom BofA Securities, Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are acting as representatives (the “Representatives”), $500,000,000 principal amount of its 4.250% Senior Notes due 2032 (the “Securities”). The Securities will be issued pursuant to an indenture dated as of August 19, 2010 (the “Base Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by the Seventeenth Supplemental Indenture to be dated as of August 8, 2022 (the “Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), between the Company and the Trustee.
June 29, 1998 PERSONAL AND CONFIDENTIAL [NAME] [ADDRESS] [ADDRESS] Dear [FIRST_NAME]: The New Dun & Bradstreet Corporation, to be renamed "The Dun & Bradstreet Corporation" after the shares of common stock of the New Dun & Bradstreet Corporation are...Dun & Bradstreet Corp /De/ • August 14th, 1998 • Services-engineering, accounting, research, management • New York
2 3 SECTION 7. Representations and Warranties. Each Borrower represents and warrants that on and as of the Amendment Effective Date:Credit Agreement • February 16th, 2000 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
1 Exhibit 10.2 TAX ALLOCATION AGREEMENT This TAX ALLOCATION AGREEMENT is dated as of June 30, 1998, between THE DUN & BRADSTREET CORPORATION, a Delaware corporation (the "Corporation") and THE NEW DUN & BRADSTREET CORPORATION, a Delaware corporation...Tax Allocation Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
W I T N E S S E T H :Conformed Copy • August 14th, 2000 • Dun & Bradstreet Corp /De/ • Services-consumer credit reporting, collection agencies • New York
CONFORMED COPY CREDIT AGREEMENTCredit Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
ARTICLE I DEFINITIONSEmployee Benefits Agreement • October 4th, 2000 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
RECITALSIntellectual Property Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
betweenDistribution Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
Commercial Paper Dealer Agreement 4(a)(2) Program Between: Moody’s Corporation, as Issuer and , as Dealer Concerning Notes to be issued pursuant to an Issuing and Paying Agent Agreement dated as of August 3, 2016 between the Issuer and , as Issuing...Paper Dealer Agreement • August 3rd, 2016 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
where “D” refers to the applicable per annum rate for commercial paper quoted on a bank discount basis and expressed as a decimal and “M” refers to the actual number of days in the interest period for which interest is being calculated.
CREDIT AGREEMENT dated as of May 7, 2008 among MOODY’S CORPORATION The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF CHINA, FIFTH THIRD BANK, as Co-Syndication Agents, BARCLAYS COMMERCIAL BANK, as Documentation...Credit Agreement • May 8th, 2008 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
CREDIT AGREEMENT dated as of May 7, 2008, among MOODY’S CORPORATION, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF CHINA and FIFTH THIRD BANK, as Co-Syndication Agents, and BARCLAYS COMMERCIAL BANK, as Documentation Agent.
1 Exhibit 10.25 STOCK APPRECIATION RIGHTS AGREEMENT RELATING TO STOCK OPTIONS UNDER THE 1998 DUN & BRADSTREET KEY EMPLOYEES' STOCK INCENTIVE PLAN This Agreement confirms the grant on [grant date] by THE DUN & BRADSTREET CORPORATION (the "Company") to:...Stock Appreciation Rights Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management
CREDIT AGREEMENT dated as of April 18, 2012 among MOODY’S CORPORATION The Borrowing Subsidiaries Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication...Credit Agreement • April 24th, 2012 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
CREDIT AGREEMENT dated as of April 18, 2012, among MOODY’S CORPORATION, the BORROWING SUBSIDIARIES party hereto, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication Agents, and RBS CITIZENS, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Co-Documentation Agents.
1 EXHIBIT 10.2 TAX ALLOCATION AGREEMENT This TAX ALLOCATION AGREEMENT is dated as of September 30, 2000, between THE DUN & BRADSTREET CORPORATION, a Delaware corporation (the "Corporation"), and THE NEW D&B CORPORATION, a Delaware corporation ("New...Tax Allocation Agreement • October 4th, 2000 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • December 22nd, 2017 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of [________], 20[__] (the “Effective Date”) by and between Moody’s Corporation, a Delaware corporation (the “Company”), and [____________] (the “Indemnitee”).
betweenData Services Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management
BETWEENShared Transaction Services Agreement • June 18th, 1998 • New Dun & Bradstreet Corp • Services-engineering, accounting, research, management • New York
DATED 9 MARCH 2015 ISSUER MOODY’S CORPORATION PAYING AGENT ELAVON FINANCIAL SERVICES LIMITED, UK BRANCH TRANSFER AGENT ELAVON FINANCIAL SERVICES LIMITED, UK BRANCH REGISTRAR ELAVON FINANCIAL SERVICES LIMITED - AND - TRUSTEE WELLS FARGO BANK, NATIONAL...Agency Agreement • March 10th, 2015 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
LOAN AGREEMENT dated as of June 6, 2017 among MOODY’S CORPORATION The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication Agents, and TD BANK, N.A., THE BANK OF...Loan Agreement • June 12th, 2017 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
LOAN AGREEMENT (this “Agreement”) dated as of June 6, 2017, among MOODY’S CORPORATION, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CREDIT AGREEMENT dated as of May 11, 2015 among MOODY’S CORPORATION The Borrowing Subsidiaries Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication...Credit Agreement • May 14th, 2015 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
CREDIT AGREEMENT dated as of May 11, 2015, among MOODY’S CORPORATION, the BORROWING SUBSIDIARIES party hereto, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication Agents, and TD BANK, N.A., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. and BARCLAYS BANK PLC, as Co-Documentation Agents.
BETWEENTransaction Services Agreement • August 14th, 1998 • Dun & Bradstreet Corp /De/ • Services-engineering, accounting, research, management • New York
MOODY’S CORPORATION as Issuer and COMPUTERSHARE TRUST COMPANY, N.A. as successor to WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SEVENTEENTH SUPPLEMENTAL INDENTURE Dated as of August 8, 2022 to INDENTURE Dated as of August 19, 2010 4.250% Senior...Supplemental Indenture • August 8th, 2022 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
SEVENTEENTH SUPPLEMENTAL INDENTURE, dated as of August 8, 2022 (this “Supplemental Indenture”), between Moody’s Corporation, a corporation duly organized and existing under the laws of the State of Delaware, having its principal office at 7 World Trade Center at 250 Greenwich Street, New York, New York 10007 (the “Company”), and Computershare Trust Company, N.A. as successor to Wells Fargo Bank, National Association, a national banking association, organized and in good standing under the laws of the United States, as trustee (the “Trustee”).
AMENDED AND RESTATED INDEMNITY AND JOINT DEFENSE AGREEMENTIndemnity and Joint Defense Agreement • August 9th, 2004 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
This Amended and Restated Indemnity and Joint Defense Agreement (this “Agreement”), is entered into as of July 30, 2004, by and among VNU, N.V., a corporation organized under the laws of the Netherlands (“VNU”), VNU, Inc., a New York corporation and a wholly owned subsidiary of VNU (“VNU Inc.”), ACNielsen Corporation, a Delaware corporation and a wholly owned subsidiary of VNU (“ACNielsen”), AC Nielsen (US), Inc., a Delaware corporation and a wholly owned subsidiary of VNU Inc. (“New ACN”), Nielsen Media Research, Inc. (formerly, Cognizant Corporation (“Cognizant”)), a Delaware corporation and a wholly owned subsidiary of VNU Inc. (“NMR”), R.H. Donnelley Corporation (formerly, The Dun & Bradstreet Corporation (“Old D&B”)), a Delaware corporation (“Donnelley”), The Dun & Bradstreet Corporation, a Delaware corporation (“D&B”), Moody’s Corporation, a Delaware corporation (“Moody’s”), and IMS Health Incorporated, a Delaware corporation (“IMS”) (each individually, a “Party,” and collectivel
CONFORMED COPY 364-DAY CREDIT AGREEMENTAssumption Agreement • October 4th, 2000 • Moodys Corp /De/ • Services-consumer credit reporting, collection agencies • New York
