PURSUANT TOStock Option Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • Delaware
RECITALS --------Administrative Services Agreement • December 11th, 1998 • Corporate Executive Board Co • Services-management consulting services • Maryland
The Corporate Executive Board Company 5,511,520 Shares Common Stock ($.01 par value) Underwriting AgreementUnderwriting Agreement • February 11th, 2000 • Corporate Executive Board Co • Services-management consulting services • New York
PURSUANT TOStock Option Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • Delaware
Revised--2/11/99] The Corporate Executive Board Company 8,187,200 Shares/a/ Common Stock ($.01 par value) U.S. Underwriting AgreementCorporate Executive Board Co • February 12th, 1999 • Services-management consulting services
EMPLOYMENT AGREEMENT -------------------- THIS AGREEMENT, effective as of April 15, 1998 (the "Effective Date"), is made and entered into by and between The Corporate Executive Board Company, a Delaware corporation (hereinafter "the Company"), and...Employment Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
Exhibit 10.35 Registration Rights Agreement This Registration Rights Agreement (this "Agreement") is made and entered into, as of January 22, 1999 and effective as of the date of the closing of the Initial Public Offering (the "Effective Date"), by...Registration Rights Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • Delaware
3,000,000 Shares Common Stock ($.01 par value)Underwriting Agreement • March 9th, 2001 • Corporate Executive Board Co • Services-management consulting services • New York
RECITALSSublease Agreement • December 11th, 1998 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
AGREEMENT OF LEASE (OFFICE) FORCorporate Executive Board Co • December 11th, 1998 • Services-management consulting services • District of Columbia
NON-COMPETITION AGREEMENTNon-Competition Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • Delaware
Exhibit 10.9 SECURITY AGREEMENT ------------------ This Security Agreement ("Agreement") is entered into this 31st day of October 1997 by and between The Corporate Advisory Board Company, Inc. ("Creditor") and David G. Bradley (herein referred to as...Security Agreement • July 24th, 1998 • Corporate Advisory Board Co
The Corporate Executive Board Company The Watergate 600 New Hampshire Avenue, N.W. Washington, D.C. 20037 January 18, 1999Stock Option Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services
RECITALS --------Distribution Agreement • December 11th, 1998 • Corporate Executive Board Co • Services-management consulting services • Maryland
8,187,200 Shares/a/ Common Stock ($ .01 par value)Corporate Executive Board Co • February 12th, 1999 • Services-management consulting services
EXHIBIT 10.3 EMPLOYMENT AGREEMENT -------------------- THIS AGREEMENT, effective as of November 1, 1998 (the "Effective Date"), is made and entered into by and between The Corporate Executive Board Company, a Delaware corporation (hereinafter "the...Employment Agreement • December 11th, 1998 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
CEB INC., as Issuer AND EACH OF THE GUARANTORS PARTY HERETO, as Guarantors 5.625% SENIOR NOTES DUE 2023 INDENTURE Dated as of June 9, 2015 WILMINGTON TRUST, NATIONAL ASSOCIATION, as TrusteeIndenture • June 10th, 2015 • CEB Inc. • Services-management consulting services • New York
INDENTURE, dated as of June 9, 2015, among CEB Inc., a Delaware corporation, as issuer, the Subsidiaries of the Company listed on the signature page hereto and Wilmington Trust, National Association, a national banking association organized and existing under the laws of the United States of America, as trustee.
Exhibit 10.1 EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of the 21st of January, 1999 and effective as of the Effective Date (as defined herein), is made and entered into by and between The...Employment Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
AMENDMENT NO. 4Credit Agreement • June 10th, 2015 • CEB Inc. • Services-management consulting services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 2, 2012, as amended and restated on July 18, 2012 and further amended and restated on August 1, 2012, among2012 and as further amended on August 2, 2013 and June 9, 2015, among CEB INC. (F/K/A THE CORPORATE EXECUTIVE BOARD COMPANY), a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”). This Agreement is the “Amended Credit Agreement” referred to in Amendment No. 4.
RECITALS:Cross-Indemnification Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • Delaware
EXHIBIT 10.3 Bank of America, NA. LOAN AGREEMENT -------------- This Loan Agreement (the "Agreement") dated as of May 25, 2000 by and between Bank of America, N.A. a national banking association ("Bank") and the Borrower described below. In...Loan Agreement • August 11th, 2000 • Corporate Executive Board Co • Services-management consulting services • Virginia
AMENDMENT NO. 2, dated as of August 1, 2012 (this “Amendment”), to the Credit Agreement, dated as of July 2, 2012, as amended and restated on July 18, 2012 (the “Credit Agreement”), among THE CORPORATE EXECUTIVE BOARD COMPANY, a Delaware corporation...Credit Agreement • August 9th, 2012 • Corporate Executive Board Co • Services-management consulting services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 2, 2012, as amended and restated on July 18, 2012 and further amended and restated on August 1, 2012, among THE CORPORATE EXECUTIVE BOARD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
Exhibit 10.15 AGREEMENT CONCERNING EXCLUSIVE SERVICES, ---------------------------------------- CONFIDENTIAL INFORMATION, BUSINESS OPPORTUNITIES, ------------------------------------------------- NON- COMPETITION, NON-SOLICITATION AND WORK PRODUCT...Agreement Concerning Exclusive Services • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
AMENDMENT NO. 5Credit Agreement • May 2nd, 2016 • CEB Inc. • Services-management consulting services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 2, 2012, as amended and restated on July 18, 2012 and further amended and restated on August 1, 2012 and as further amended on August 2, 2013 and2013, June 9, 2015,2015 and April 29, 2016, among CEB INC. (F/K/A THE CORPORATE EXECUTIVE BOARD COMPANY), a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”). This Agreement is the “Amended Credit Agreement” referred to in Amendment No. 4.5.
AMENDMENT NO. 1, dated as of July 18, 2012 (this “Amendment”), to the Credit Agreement, dated as of July 2, 2012, among THE CORPORATE EXECUTIVE BOARD COMPANY, a Delaware corporation (the “Borrower” ), BANK OF AMERICA, N.A., as Administrative Agent,...Credit Agreement • August 9th, 2012 • Corporate Executive Board Co • Services-management consulting services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 2, 2012, as amended and restated on July 18, 2012, among THE CORPORATE EXECUTIVE BOARD COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
AGREEMENT AND PLAN OF MERGER Dated as of January 5, 2017, Among GARTNER, INC., COBRA ACQUISITION CORP. and CEB INC.Agreement and Plan of Merger • January 5th, 2017 • CEB Inc. • Services-management consulting services • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of January 5, 2017, among GARTNER, INC., a Delaware corporation (the “Parent”), COBRA ACQUISITION CORP., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and CEB INC., a Delaware corporation (the “Company”).
THIS AMENDED AND RESTATED "LIQUID MARKETS" AGREEMENT (this "Agreement") is made as of August 20, 1997 (the "Effective Date"), between The Advisory Board Company, a Maryland corporation (the "Company"), and Derek C.M. van Bever (the...Liquid Markets" Agreement • January 29th, 1999 • Corporate Executive Board Co • Services-management consulting services
COLLABORATION AGREEMENTCollaboration Agreement • May 10th, 2007 • Corporate Executive Board Co • Services-management consulting services • Delaware
This Collaboration Agreement (this “Agreement”) is entered into as of this 6th day of February, 2007 (the “Effective Date”) by and between The Corporate Executive Board Company, a Delaware corporation (“CEB”), and The Advisory Board Company, a Delaware corporation (“ABCO”). CEB and ABCO are sometimes hereafter referred to individually as a “Party” and together as the “Parties.”
EXHIBIT 10.30Vendor Contracts Agreement • December 11th, 1998 • Corporate Executive Board Co • Services-management consulting services • Maryland
EMPLOYER PROTECTION AGREEMENTEmployer Protection Agreement • March 1st, 2010 • Corporate Executive Board Co • Services-management consulting services • Virginia
This Employer Protection Agreement (“Agreement”) is made by and between The Corporate Executive Board Company (including any and all affiliates) (the “Company”) and the employee named below (the “Employee”).
CREDIT AGREEMENT Dated as of March 16, 2011 among THE CORPORATE EXECUTIVE BOARD COMPANY, as the Borrower, THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C...Credit Agreement • March 18th, 2011 • Corporate Executive Board Co • Services-management consulting services • New York
This CREDIT AGREEMENT is entered into as of March 16, 2011 among THE CORPORATE EXECUTIVE BOARD COMPANY, a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
STOCK PURCHASE AGREEMENT BY AND AMONG CEB INC., AS THE PURCHASER, CXO ACQUISITION CO., SPORTS LEADERSHIP ACQUISITION CO., AND CXO ACQUISITION HOLDINGS, LLC, AS THE SELLER Dated as of April 4, 2016Stock Purchase Agreement • April 4th, 2016 • CEB Inc. • Services-management consulting services • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of April 4, 2016, by and among (i) CEB Inc., a Delaware corporation (the “Purchaser”), (ii) CXO Acquisition Holdings, LLC, a Delaware limited liability company (the “Seller”), (iii), CXO Acquisition Co., a Delaware corporation and wholly-owned subsidiary of Seller (“CXO Midco”), and (iv) Sports Leadership Acquisition Co., a Delaware corporation and wholly-owned subsidiary of Seller (“SL Midco”, together with CXO Midco, the “Company Entities” and each, a “Company Entity”). The Purchaser, the Seller, CXO Midco and SL Midco are each referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the meanings set forth on Schedule I hereto and the contents of such Schedule I are deemed incorporated herein by reference in their entirety and shall constitute part of this Agreement for all purposes.
AGREEMENTAgreement • February 29th, 2008 • Corporate Executive Board Co • Services-management consulting services • Delaware
This INDEMNITY AGREEMENT made and entered into this day of , 2008, by and between The Corporate Executive Board Company, a Delaware corporation (the “Company”), and (the “Indemnitee”). This Agreement supercedes any prior indemnity agreements entered into between the Company and the Indemnitee.
February 5, 2014Corporate Executive Board Co • March 3rd, 2014 • Services-management consulting services
SEVERANCE AGREEMENTSeverance Agreement • May 10th, 2007 • Corporate Executive Board Co • Services-management consulting services • District of Columbia
This Severance Agreement (“Agreement”), effective as of this 30th day of July, 2004, is entered into by and between Corporate Executive Board (“Company”) and Glenn Tobin (“Executive”).
