AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 27th, 2024 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
THIS AMENDMENT NO. 2, dated as of February 26, 2024 (this “Amendment”), of the Credit Agreement (as defined below) is by and among HURON CONSULTING GROUP INC., a Delaware corporation (the “Borrower”), the Lenders party hereto and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent. Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Credit Agreement.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2015 among HURON CONSULTING GROUP INC., as Borrower, CERTAIN SUBSIDIARIES, as Guarantors, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent and Collateral...Credit Agreement • April 2nd, 2015 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the “Credit Agreement”) is entered into as of March 31, 2015, among (i) HURON CONSULTING GROUP INC., a Delaware corporation, as Borrower; (ii) the Subsidiaries identified herein, as Guarantors; (iii) the Lenders identified herein; and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 14, 2011 among HURON CONSULTING GROUP INC., as Borrower, CERTAIN SUBSIDIARIES, as Guarantors, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent...Credit Agreement • April 19th, 2011 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This AMENDED AND RESTATED CREDIT AGREEMENT (the “Credit Agreement”) is entered into as of April 14, 2011, among (i) HURON CONSULTING GROUP INC., a Delaware corporation, as Borrower; (ii) the Subsidiaries identified herein, as Guarantors; (iii) the Lenders identified herein; and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent.
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 5th, 2008 • Huron Consulting Group Inc. • Services-management consulting services
THIS CREDIT AGREEMENT dated as of June 7, 2006 (this “Agreement”) is entered into among HURON CONSULTING GROUP INC. (the “Company”), the financial institutions that are or may from time to time become parties hereto (together with their respective successors and assigns, the “Lenders”) and BANK OF AMERICA, N.A. (successor to LaSalle Bank National Association), as administrative agent for the Lenders (together with its successors and assigns in such capacity, the “Administrative Agent”).
HURON CONSULTING GROUP INC. Shares Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • February 1st, 2006 • Huron Consulting Group Inc. • Services-management consulting services • New York
AMENDED AND RESTATED SENIOR MANAGEMENT AGREEMENT BY AND BETWEEN HURON CONSULTING GROUP INC. AND JAMES H. ROTHSenior Management Agreement • January 6th, 2017 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
AMENDED AND RESTATED SENIOR MANAGEMENT AGREEMENT (the “Agreement”), effective as of January 1, 2017 (the “Effective Date”), by and between Huron Consulting Group Inc., a Delaware corporation (“Huron”), and James H. Roth (“Executive”).
SENIOR MANAGEMENT AGREEMENT BY AND BETWEEN HURON CONSULTING GROUP LLC AND SUSAN GALLAGHERSenior Management Agreement • August 8th, 2006 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
SENIOR MANAGEMENT AGREEMENT (the “Agreement”), effective as of May 15, 2002 (the “Effective Date”), by and between Huron Consulting Group LLC, a Delaware limited liability company (the “Company”), and Susan Gallagher (the “Executive”).
HURON CONSULTING GROUP INC. Shares Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • September 27th, 2004 • Huron Consulting Group Inc. • Services-management consulting services • New York
Huron Consulting Group Inc., a Delaware corporation (the “Company”), proposes to issue and sell, and HCG Holdings LLC, a Delaware limited liability company (the “Selling Stockholder”), proposes to sell, to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of shares (the “Firm Shares”) of Common Stock, $0.01 par value (the “Common Stock”), of the Company, of which shares are to be issued and sold by the Company and shares are to be sold by the Selling Stockholder. In addition, solely for the purpose of covering over-allotments, the Selling Stockholder proposes to grant to the Underwriters the option to purchase from the Selling Stockholder up to an additional shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus that is referred to below.
SENIOR MANAGEMENT AGREEMENT BY AND BETWEEN HURON CONSULTING GROUP INC. AND JAMES R. DAIL JR.Senior Management Agreement • June 7th, 2022 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
SENIOR MANAGEMENT AGREEMENT (the "Agreement"), effective as of July 1, 2022 (the "Effective Date"), by and between Huron Consulting Group Inc., a Delaware corporation ("Huron"), and James R. Dail Jr. ("Executive").
JOINDER AGREEMENTJoinder Agreement • January 8th, 2007 • Huron Consulting Group Inc. • Services-management consulting services
This Joinder Agreement (this “Joinder Agreement”) is made and entered into as of the 2nd day of January 2007 by and between Sanford Edlein (“Shareholder”), and Huron Consulting Group Holdings LLC, a Delaware limited liability company (“Purchaser”).
FIRST AMENDMENT TO SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • August 8th, 2006 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
WHEREAS, Huron Consulting Group LLC, a Delaware limited liability company (the “Company”), has entered into a Senior Management Agreement, effective as of May 15, 2002 (the “Agreement”) with Susan Gallagher (the “Executive”);
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 9th, 2008 • Huron Consulting Group Inc. • Services-management consulting services
THIS CREDIT AGREEMENT dated as of June 7, 2006 (this “Agreement”) is entered into among HURON CONSULTING GROUP INC. (the “Company”), the financial institutions that are or may from time to time become parties hereto (together with their respective successors and assigns, the “Lenders”) and BANK OF AMERICA, N.A. (successor to LaSalle Bank National Association), as administrative agent for the Lenders (together with its successors and assigns in such capacity, the “Administrative Agent”).
HURON CONSULTING GROUP INC. (a Delaware corporation)Purchase Agreement • September 5th, 2014 • Huron Consulting Group Inc. • Services-management consulting services • New York
Huron Consulting Group Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch and J.P. Morgan Securities LLC (“J.P. Morgan”) are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $225,000,000 aggregate principal amount of the Company’s 1.25% Convertible Senior Notes due 2019 (the “Initial Securities”) and (ii) the grant by the Company to the Initial Purchasers, acting severally and not jointly, of the option to purchase all or any part of an additional $25
HURON CONSULTING GROUP INC. REGISTRATION RIGHTS AGREEMENT by and between HCG Holdings LLC and Huron Consulting Group Inc. Dated as of October 12, 2004Registration Rights Agreement • February 16th, 2005 • Huron Consulting Group Inc. • Services-management consulting services • Delaware
REGISTRATION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of October 12, 2004, by and between Huron Consulting Group Inc., a Delaware corporation (the “Company”) and HCG Holdings LLC, a Delaware limited liability company (the “Stockholder”).
FIRST AMENDMENT TO SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • February 16th, 2005 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
WHEREAS, Huron Consulting Group LLC, a Delaware limited liability company (the “Company”), has entered into a Senior Management Agreement, effective as of November 25, 2002 (the “Agreement”) with Gary Burge (the “Executive”);
SENIOR MANAGEMENT AGREEMENT BY AND BETWEEN HURON CONSULTING GROUP INC. AND JAMES K. ROJASSenior Management Agreement • February 23rd, 2010 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
SENIOR MANAGEMENT AGREEMENT (the “Agreement”), effective as of June 1st, 2009 (the “Agreement Date”), by and between Huron Consulting Group Inc., a Delaware corporation (the “Company” or “Huron”), and James K. Rojas (“Executive”).
HURON CONSULTING GROUP INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 24th, 2015 • Huron Consulting Group Inc. • Services-management consulting services • Delaware
This RESTRICTED STOCK AGREEMENT (this “Restricted Stock Agreement”) is made and entered into as of , 20 (the “Date of Grant”), by and between Huron Consulting Group Inc., a Delaware corporation (“Huron”), and you (the “Recipient”).
PURCHASE AGREEMENT BY AND AMONG HURON CONSULTING GROUP INC., HURON CONSULTING SERVICES LLC, HURON CONSULTING GROUP HOLDINGS LLC, and CONSILIO, INC.Purchase Agreement • January 7th, 2016 • Huron Consulting Group Inc. • Services-management consulting services • Delaware
THIS PURCHASE AGREEMENT, dated as of December 10, 2015, is entered into by and among Huron Consulting Group Inc., a Delaware corporation (“Huron”), Huron Consulting Services LLC, a Delaware limited liability company (“Huron Services”), Huron Consulting Group Holdings LLC, a Delaware limited liability company (“Huron Holdings” and together with Huron and Huron Services, the “Sellers”) and Consilio, Inc., a Delaware corporation (“Buyer”). Certain capitalized terms used herein are defined in Annex A.
THIRD AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • November 16th, 2022 • Huron Consulting Group Inc. • Services-management consulting services
THIS THIRD AMENDED AND RESTATED SECURITY AGREEMENT (as amended, modified, extended, renewed or replaced, this “Agreement”) is entered into as of November 15, 2022 by and among the parties identified as “Grantors” on the signature pages hereto and such other parties as may become Grantors hereunder after the date hereof (each, a “Grantor” and collectively, the “Grantors”) and BANK OF AMERICA, N.A., in its capacity as Collateral Agent (in such capacity, the “Collateral Agent”) for the holders of the Secured Obligations (defined below), and amends and restates that certain Second Amended and Restated Security Agreement, dated as of March 31, 2015 (as amended and modified from time to time prior to the date hereof, the “Existing Security Agreement”) by and among the grantors from time to time party thereto and Bank of America, N.A., as collateral agent.
Asset Purchase Agreement by and among Adams Grayson Corporation, LegalSource, LLC, Paul Jeon, Caleb King, Peter Gronvall and Huron Consulting Group Inc. Dated as of June 25, 2012Asset Purchase Agreement • July 30th, 2012 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This ASSET PURCHASE AGREEMENT is made and entered into as of this 25th day of June, 2012 by and among Huron Consulting Group Inc., a Delaware corporation (“Buyer”), Adams Grayson Corporation, a District of Columbia corporation, and its wholly-owned subsidiary LegalSource, LLC, a Delaware limited liability company (“Seller”), and Paul Jeon, Caleb King and Peter Gronvall (each a “Stockholder” and, together, the “Stockholders”).
SECOND AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • April 2nd, 2015 • Huron Consulting Group Inc. • Services-management consulting services
THIS SECOND AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, extended, renewed or replaced, this “Agreement” or the “Pledge Agreement”) is entered into as of March 31, 2015 by and among the parties identified as “Pledgors” on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (each a “Pledgor” and collectively the “Pledgors”), and BANK OF AMERICA, N.A., in its capacity as Collateral Agent (in such capacity, the “Collateral Agent”) for the holders of the Secured Obligations (defined below) and amends and restates that certain Amended and Restated Pledge Agreement, dated as of April 14, 2011, as amended and modified from time to time prior to the date hereof, among the pledgors from time to time party thereto and Bank of America, N.A., as administrative agent.
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT between HURON CONSULTING GROUP INC., HURON CONSULTING SERVICES LLC and LASALLE BANK NATIONAL ASSOCIATION Dated February 10, 2005Loan and Security Agreement • February 16th, 2005 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
TENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 6th, 2010 • Huron Consulting Group Inc. • Services-management consulting services
THIS TENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of December 3, 2010 to the Credit Agreement referenced below is by and among HURON CONSULTING GROUP INC., as Company, the Guarantors, the Lenders party hereto, BANK OF AMERICA, N.A., in its capacity as issuing lender (in such capacity, the “Issuing Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).
FOURTH AMENDED AND RESTATED SECURED REVOLVING LINE OF CREDIT NOTESecured Revolving Line of Credit Note • April 27th, 2006 • Huron Consulting Group Inc. • Services-management consulting services
FOR VALUE RECEIVED, HURON CONSULTING GROUP INC., a Delaware corporation, HURON CONSULTING SERVICES LLC, a Delaware limited liability company f/k/a Huron Consulting Group LLC and Speltz & Weis LLC, a Delaware limited liability company (each of the foregoing three entities are hereby collectively referred to herein as the Borrower), jointly and severally promise to pay to the order of LASALLE BANK NATIONAL ASSOCIATION (the “Bank”), at such place as Bank may from time to time designate in writing, the principal sum of TWENTY-FIVE MILLION AND NO/100 DOLLARS ($25,000,000.00), or such lesser principal sum as may then be owed by Borrower to Bank hereunder. Any principal that is borrowed and repaid hereunder may be borrowed again in accordance with the terms of this Note and that certain Amended and Restated Loan and Security Agreement of even date herewith between Borrower and Bank pursuant to which this Note is being delivered (the "Loan Agreement"). Except as hereinafter provided, Borrower’
SENIOR MANAGEMENT AGREEMENT BY AND BETWEEN HURON CONSULTING GROUP INC. AND JAMES H. ROTHSenior Management Agreement • December 29th, 2022 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
SENIOR MANAGEMENT AGREEMENT (the “Agreement”), effective as of January 1, 2023 (the “Effective Date”), by and between Huron Consulting Group Inc., a Delaware corporation (“Huron”), and James H. Roth (“Executive”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 28th, 2007 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of February 23, 2007 (the "Amendment”), is executed by and among HURON CONSULTING GROUP INC., a Delaware corporation (the “Borrower” or the "Company"), HURON CONSULTING GROUP HOLDINGS LLC, a Delaware limited liability company ("HCG”), WELLSPRING MANAGEMENT SERVICES LLC, formerly known as SPELTZ & WEIS LLC, a Delaware limited liability company ("WMS"), Huron (UK) LIMITED, a UK limited liability company ("Huron UK"), AAXIS TECHNOLOGIES, INC., a Virginia corporation ("ATI"), FAB ADVISORY SERVICES, LLC, an Illinois limited liability company ("FAB"), GLASS & ASSOCIATES, INC., a Delaware corporation ("GLASS"), GLASS EUROPE LIMITED, a United Kingdom Private Company ("GEL"), THE PWS GROUP, INC., a Delaware corporation ("PWS"), WELLSPRING PARTNERS, LTD., a Delaware corporation ("Wellspring"), and WELLSPRING VALUATION, LTD., a Delaware corporation ("WVL") (each of HCG, HCS, WMS, Huron UK, ATI, FAB, Glass, GEL, PWS, Wellspring and WVL being refe
SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 30th, 2008 • Huron Consulting Group Inc. • Services-management consulting services
THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of September 30, 2008, to the Credit Agreement referenced below, is by and among HURON CONSULTING GROUP INC., as Company, the Guarantors identified on the signature pages hereto, the Lenders and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).
JOINDER AGREEMENTJoinder Agreement • September 4th, 2012 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
THIS JOINDER AGREEMENT (this “Agreement”), dated as of August 20, 2012 is by and between LEGALSOURCE LLC, a Delaware limited liability company (the “New Subsidiary”) and BANK OF AMERICA, N.A., in its capacities as Administrative Agent and Collateral Agent (collectively, the “Agent”) under the Amended and Restated Credit Agreement (as amended, restated, supplemented and otherwise modified from time to time, the “Credit Agreement”) dated as of April 14, 2011 among Huron Consulting Group Inc., a Delaware corporation, as Borrower, the Guarantors identified therein, the Lenders identified therein and Bank of America, N.A., as Administrative Agent and Collateral Agent. Capitalized terms used but not otherwise defined herein have the meanings provided in the Credit Agreement.
JOINDER AGREEMENTJoinder Agreement • April 27th, 2006 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This JOINDER AGREEMENT (the "Agreement") dated as of May 17, 2005, is executed by and among HURON CONSULTING GROUP INC., a Delaware corporation (sometimes referred to herein as "Parent Borrower"), and HURON CONSULTING SERVICES LLC, a Delaware limited liability company f/k/a Huron Consulting Group LLC, each of whose address is 550 W. Van Buren Street, Chicago, Illinois 60607 (each of the foregoing two corporations are jointly, severally and collectively referred to in this Agreement as the "Borrower"), Speltz & Weis LLC, a Delaware limited liability company whose address is 550 W. Van Buren Street, Chicago, Illinois 60607 (hereinafter "Subsidiary"), and LASALLE BANK NATIONAL ASSOCIATION, a national banking association (the "Bank"), whose address is 135 South LaSalle Street, Chicago, Illinois 60603.
HURON CONSULTING GROUP INC. PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • February 24th, 2015 • Huron Consulting Group Inc. • Services-management consulting services • Delaware
This PERFORMANCE STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into as of , 20 (the “Date of Grant”), by and between Huron Consulting Group Inc., a Delaware corporation (“Huron”), and you (the “Executive”). This Agreement is made per the Huron Consulting Group Inc. 2012 Omnibus Incentive Plan (the “Plan”). Per Section 23 below, the terms of the Plan are incorporated herein by reference. Any capitalized term not defined in this Agreement shall have the meaning given to it in the Plan.
FIFTH AMENDED AND RESTATED SECURED REVOLVING LINE OF CREDIT NOTESecured Revolving Line of Credit Note • April 27th, 2006 • Huron Consulting Group Inc. • Services-management consulting services
FOR VALUE RECEIVED, HURON CONSULTING GROUP INC., a Delaware corporation, HURON CONSULTING SERVICES LLC, a Delaware limited liability company f/k/a Huron Consulting Group LLC, and Speltz & Weiss LLC, a Delaware limited liability company (each of the foregoing three entities are hereby collectively referred to herein as the Borrower), jointly and severally promise to pay to the order of LASALLE BANK NATIONAL ASSOCIATION (the “Bank”), at such place as Bank may from time to time designate in writing, the principal sum of TWENTY-FIVE MILLION AND NO/100 DOLLARS ($25,000,000.00), or such lesser principal sum as may then be owed by Borrower to Bank hereunder. Any principal that is borrowed and repaid hereunder may be borrowed again in accordance with the terms of this Note and that certain Amended and Restated Loan and Security Agreement dated February 10, 2005 between Borrower and Bank, as amended by that certain Amendment of even date herewith pursuant to which this Note is being delivered (
SECOND AMENDMENT TO SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • January 25th, 2006 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
WHEREAS, Huron Consulting Group LLC, a Delaware limited liability company (the “Company”), has entered into a Senior Management Agreement, effective as of August 12, 2002, which was amended by a First Amendment thereto, effective as of September 22, 2004 (the “Agreement”), with George E. Massaro (the “Executive”);
AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT, SECOND AMENDED AND RESTATED PLEDGE AGREEMENT AND SECOND AMENDED AND RESTATED SECURITY AGREEMENT dated as of September 27, 2019 among HURON CONSULTING GROUP INC.,Credit Agreement • October 3rd, 2019 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
TRANSITIONAL RETIREMENT AGREEMENTTransitional Retirement Agreement • September 16th, 2019 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This Transitional Retirement Agreement (this “Agreement”) is made and entered into, effective September 12, 2019 (the “Effective Date”) by and between Huron Consulting Group Inc. (the “Company”) and Diane E. Ratekin (“Executive”) (each individually referred to as a “Party” and collectively as “Parties”).
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 7th, 2008 • Huron Consulting Group Inc. • Services-management consulting services • Illinois
This AMENDMENT TO ASSET PURCHASE AGREEMENT, dated as of April 4, 2008, is entered into by and among CP4 Warbird Holdings, LLC (f/k/a Callaway Partners, LLC), a Georgia limited liability company (“Seller”), Huron Demand LLC, a Delaware limited liability company (“Purchaser”), and certain of the current and former members of Seller listed on the signature pages hereto (collectively, “Guarantors”). Certain capitalized terms used herein shall have the meaning ascribed them in the Original Agreement (as defined herein).
