] Shares EVERCORE PARTNERS INC. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 31st, 2006 • Evercore Partners Inc. • Finance services • New York
Evercore Partners Inc., a Delaware corporation (the “Company”), proposes to sell [ ] shares (the “Firm Stock”) of the Company’s Class A Common Stock, par value $0.01 per share (the “Class A 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 [ ] additional shares of the Class A 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.
Evercore Inc. $67,000,000 4.61% Series J Senior Notes due November 15, 2028 Note Purchase Agreement Dated June 28, 2022Note Purchase Agreement • August 3rd, 2022 • Evercore Inc. • Investment advice • New York
4,775,632 Shares EVERCORE PARTNERS INC. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2011 • Evercore Partners Inc. • Investment advice • New York
Evercore Partners Inc., a Delaware corporation (the “Company”), proposes to sell to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) 4,665,210 shares of the Company’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and the stockholders of the Company named in Schedule 2 attached to this Agreement (the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of 110,422 shares of Class A Common Stock. The aggregate of 4,775,632 shares to be sold by the Company and the Selling Stockholders is hereinafter collectively called the “Firm Stock.” In addition, the Company and the Selling Stockholders propose to grant to the Underwriters options to purchase up to an aggregate of 716,344 additional shares of the Class A Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” The Compa
EMPLOYMENT AGREEMENTEmployment Agreement • September 25th, 2006 • Evercore Partners Inc. • Finance services • New York
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of August 10, 2006 (the “Effective Date”) by and between Evercore Partners Inc. (the “Company”), Evercore, L.P. (the “Partnership”) (Company and Partnership, each and collectively, “Employer”) and Pedro Aspe (the “Executive”).
5,454,545 Shares EVERCORE PARTNERS INC. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 10th, 2015 • Evercore Partners Inc. • Investment advice • New York
This is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholder by the Underwriters.
An Ontario Limited Partnership Second Amended and Restated Limited Partnership AgreementLimited Partnership Agreement • February 28th, 2014 • Evercore Partners Inc. • Investment advice • Ontario
This SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of EVERCORE MEXICO PARTNERS III, L.P., a limited partnership organized under the laws of the Province of Ontario, Canada (the “Partnership”), dated as of June 4, 2013 (the “Effective Date”), is entered into by and among Evercore Mexico GP Holdings LLC, a Delaware limited liability company (the “General Partner”), Evercore Mexico Management Limited, a Cayman Islands exempted limited company acting as the investment manager (the “Investment Manager”), the limited partners named in Annex A hereto and such other parties which may from time to time be admitted as limited partners in accordance with this agreement (the “Limited Partners”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • June 22nd, 2011 • Evercore Partners Inc. • Investment advice • New York
Subject to the terms and conditions stated in this Unit Purchase Agreement (this “Agreement”), the holder of limited partnership units of Evercore LP, a Delaware limited partnership (“Evercore LP”), identified on Schedule I hereto (the “Selling Unitholder”) hereby agrees to sell to Evercore Partners Inc., a Delaware corporation (the “Company”), and the Company hereby agrees to purchase from the Selling Unitholder, the number of limited partnership units of Evercore LP set forth opposite the Selling Unitholder’s name in Schedule I hereto (the “Firm Evercore LP Units”). In addition, the Selling Unitholder hereby agrees to sell to the Company, and the Company agrees to purchase from the Selling Unitholder, certain additional limited partnership units of Evercore LP on the terms and subject to the conditions set forth in Section 4 hereof (the “Additional Evercore LP Units” and, together with the Firm Evercore LP Units, the “Evercore LP Units”).
EVERCORE PARTNERS INC. $38,000,000 4.88% Series A Senior Notes due March 30, 2021 $67,000,000 5.23% Series B Senior Notes due March 30, 2023 $48,000,000 5.48% Series C Senior Notes due March 30, 2026 $17,000,000 5.58% Series D Senior Notes due March...Note Purchase Agreement • March 31st, 2016 • Evercore Partners Inc. • Investment advice • New York
Evercore Partners Inc., a Delaware corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, the “Company”), agrees with each of the Purchasers as follows:
SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LP Dated as of July 27, 2009Limited Partnership Agreement • July 27th, 2009 • Evercore Partners Inc. • Investment advice • Delaware
This SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Evercore LP (the “Partnership”) is made as of the 27th day of July, 2009, by and among Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner, and the Limited Partners (as defined herein) of the Partnership.
LOAN AGREEMENT (Line of Credit)Loan Agreement • July 2nd, 2015 • Evercore Partners Inc. • Investment advice • California
This Loan Agreement (Line of Credit) (the “Agreement”), dated June 27, 2013, is executed by and between Evercore Partners Services East L.L.C. (“Borrower”), and First Republic Bank (the “Lender”), with reference to the following facts:
Amended and restated EMPLOYMENT AGREEMENTEmployment Agreement • February 12th, 2008 • Evercore Partners Inc. • Investment advice • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") dated as of February 11, 2008 by and between Evercore Partners Inc. (the "Company"), Evercore, L.P. (the "Partnership") (Company and Partnership, each and collectively, "Employer") and Roger C. Altman (the "Executive").
TERM LOAN AND GUARANTEE AGREEMENT among Evercore Partners Inc. as Borrower, The Several Lenders from Time to Time Parties Hereto, and Mizuho Bank, Ltd., as Administrative Agent, Dated as of November 2, 2015Term Loan and Guarantee Agreement • November 2nd, 2015 • Evercore Partners Inc. • Investment advice • New York
TERM LOAN AND GUARANTEE AGREEMENT, dated as of November 2, 2015, among Evercore Partners Inc., a Delaware corporation (“Borrower”), the Guarantors from time to time party hereto, Mizuho Bank, Ltd. as Administrative Agent, and each of the Lenders from time to time party hereto.
Borrowing Base RiderBorrowing Base Rider • June 29th, 2016 • Evercore Partners Inc. • Investment advice • New York
THIS BORROWING BASE RIDER (“Rider”) is executed this 24th day of June, 2016, by and between Evercore Partners Service East L.L.C. (the “Borrower”), with an address at c/o Evercore Partners, Inc., 55 East 52nd Street, New York, NY 10055, and PNC BANK, NATIONAL ASSOCIATION (the “Bank”), with an address at One PNC Plaza, 249 Fifth Avenue, Pittsburgh, PA 15222. This Rider is incorporated into and made part of that certain Loan Agreement dated as of June 24, 2016, and promissory note dated June 24, 2016, and also into certain other financing documents and security agreements executed by and between the Borrower and/or its affiliates and the Bank (all such documents including this Rider are collectively referred to as the “Loan Documents”). All initially capitalized terms not otherwise defined in this Rider shall have the same meanings assigned to such terms in the other Loan Documents.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 31st, 2006 • Evercore Partners Inc. • Finance services • Delaware
This Indemnification Agreement, dated as of , 2006, is made by and between Evercore Partners Inc., a Delaware corporation (the “Corporation”) and (“Indemnitee”).
ContractTax Receivable Agreement • May 12th, 2006 • Evercore Partners Inc. • New York
TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of , 2006, by and among Evercore Partners Inc., a Delaware corporation (the “Corporation”), and each of the Partners from time to time party hereto.
FIFTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LP Dated as of November 15, 2016Limited Partnership Agreement • November 18th, 2016 • Evercore Partners Inc. • Investment advice • Delaware
This FIFTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Evercore LP (the “Partnership”) is made as of November 15, 2016, by and among Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner, and the Limited Partners (as defined herein) of the Partnership.
CONTRIBUTION AND EXCHANGE AGREEMENT By and Among EVERCORE LP, EVERCORE PARTNERS INC., EVERCORE PARTNERS SERVICES EAST L.L.C., TRILANTIC CAPITAL PARTNERS ASSOCIATES IV L.P., TRILANTIC CAPITAL PARTNERS ASSOCIATES IV (PARALLEL GP) L.P., TRILANTIC CAPITAL...Contribution and Exchange Agreement • February 16th, 2010 • Evercore Partners Inc. • Investment advice • New York
THIS CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of February 11, 2010, by and among Evercore Partners Services East L.L.C., a Delaware limited liability company (“Evercore East”), Evercore LP, a Delaware limited partnership (“Evercore LP”), Evercore Partners Inc., a Delaware corporation (“Evercore” and together with Evercore East and Evercore LP, the “Evercore Parties” and each, an “Evercore Party”), Trilantic Capital Partners Associates IV L.P., a Delaware limited partnership (“Trilantic IV GP”), Trilantic Capital Partners Associates IV (Parallel GP) L.P., a Delaware limited partnership (“Trilantic IV Parallel GP”), Trilantic Capital Partners Associates IV (AIV GP) L.P., a Delaware limited partnership (“Trilantic IV AIV GP” and together with Trilantic IV GP and Trilantic IV Parallel GP, the “Trilantic GP Entities” and each, a “Trilantic GP Entity”), Trilantic Capital Partners Associates MGP IV LLC, a Delaware limited liability company (“Trilantic
AMENDMENT TO LOAN AGREEMENT (Secured Facility)Loan Agreement • August 3rd, 2023 • Evercore Inc. • Investment advice
THIS AMENDMENT TO LOAN AGREEMENT (together with Exhibit A attached hereto, this “Amendment”) is dated as of June 29, 2023 (the “Effective Date”) and is made by and among EVERCORE PARTNERS SERVICES EAST L.L.C. (the “Borrower”), EVERCORE LP, EVERCORE GROUP HOLDINGS LP (“EGH”) and EVERCORE GROUP L.L.C. (“EGL”; collectively with Evercore LP and EGH, the “Guarantors”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”) under the Existing Agreement, as hereinafter defined (all such parties, the “Parties”).
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 13th, 2009 • Evercore Partners Inc. • Investment advice • New York
THIS AGREEMENT (the “Agreement”) is made, effective as of March , 2009 (the “Grant Date”), between Evercore Partners Inc. (the “Company”) and (the “Participant”).
PURCHASE AND SALE AGREEMENT by and among EVERCORE LP ABS INVESTMENT MANAGEMENT LLC, ABS SR LLC, in its capacity as Representative, SANTA ROSA INV. & ARBITRAGE LTD., THE FOUNDERS and the other Persons listed on Schedule I hereto Dated as of November...Purchase and Sale Agreement • November 14th, 2011 • Evercore Partners Inc. • Investment advice • New York
PURCHASE AND SALE AGREEMENT, dated as of November 11, 2011 (this “Agreement”), by and among Evercore LP, a Delaware limited partnership (the “Buyer”), ABS Investment Management, LLC, a Delaware limited liability company (the “Company”), ABS SR LLC, a Delaware limited liability company (in its capacity as the Representative, the “Initial Representative”), Mr. Alain De Coster, Mr. Laurence K. Russian and Mr. Guilherme Ribeiro do Valle (collectively, the “Founders”), Santa Rosa Inv. & Arbitrage Ltd., a Bahamas corporation (“Strategic Investor”) and the other Persons listed on Schedule I hereto (including the Founders and the Strategic Investor, each, a “Seller” and collectively the “Sellers”).
CONTRIBUTION AND EXCHANGE AGREEMENT dated as of August 3, 2014 among ISI HOLDING, INC. ISI HOLDING II, INC. ISI MANAGEMENT HOLDINGS LLC ISI HOLDING, LLC EDWARD S. HYMAN THE HOLDERS LISTED ON ANNEX A EVERCORE LP EVERCORE PARTNERS INC. and EDWARD S....Contribution and Exchange Agreement • August 4th, 2014 • Evercore Partners Inc. • Investment advice
This CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), dated as of August 3, 2014, is entered into by and among ISI Holding, LLC, a Delaware limited liability company (the “Transferor”), ISI Holding, Inc., a Delaware corporation (“Holding”), ISI Management Holdings LLC, a Delaware limited liability company (“Management Holdings”), ISI Holding II, Inc., a Delaware corporation (“Holding II” and together with Holding, the Transferor and Management Holdings, the “Transferor Parties” and each individually a “Transferor Party”), the holders of the Management Holdings Management Units set forth on Annex A hereto (each, a “Holder” and collectively, the “Holders”), Edward S. Hyman (the “Founder”), Evercore LP, a Delaware limited partnership (the “Acquiror”), Evercore Partners Inc., a Delaware corporation (“Parent”), and the Founder, solely in his capacity as the Holders’ Representative (as defined in Section 2.7).
Confidentiality, Non-Solicitation and Proprietary Information Agreement (Executive Chairman)Confidentiality, Non-Solicitation and Proprietary Information Agreement • November 18th, 2016 • Evercore Partners Inc. • Investment advice • New York
This Confidentiality, Non-Solicitation and Proprietary Information Agreement (the “Agreement”), is made as of the 15th day of November, 2016, between Evercore Partners Inc. (the “Company”), and the employee signatory hereto (the “Employee”).
PURCHASE AND SALE AGREEMENT by and among EVERCORE PARTNERS INC., ATALANTA SOSNOFF CAPITAL, LLC, ASC REPRESENTATIVE, LLC, in its capacity as the Representative, the Sellers listed on Schedule I and MARTIN T. SOSNOFF Dated as of March 4, 2010Purchase and Sale Agreement • March 5th, 2010 • Evercore Partners Inc. • Investment advice • New York
PURCHASE AND SALE AGREEMENT, dated as of March 4, 2010 (this “Agreement”), by and among Evercore Partners Inc., a Delaware corporation (the “Buyer”), Atalanta Sosnoff Capital, LLC, a New York limited liability company (the “Company”), ASC Representative, LLC, a Delaware limited liability company (the “Initial Representative”), in its capacity as the Representative, the Persons listed on Schedule I hereto (each, a “Seller” and collectively the “Sellers”) and Martin T. Sosnoff (“Sosnoff”).
DATED 19 AUGUST 2011 ANDREW SIBBALD (1) and EVERCORE PARTNERS INTERNATIONAL LLP (2) Schedule of TermsMembers’ Agreement • February 27th, 2013 • Evercore Partners Inc. • Investment advice
EVERCORE PARTNERS INC. as the Company and THE BANK OF NEW YORK MELLON as Trustee Indenture dated as of August 28, 2008 5.2% Senior Notes due 2020Indenture • August 28th, 2008 • Evercore Partners Inc. • Investment advice • New York
INDENTURE, dated as of August 28, 2008, between Evercore Partners Inc., a Delaware corporation, as the “Company” and The Bank of New York Mellon, as Trustee.
EMPLOYMENT AGREEMENTEmployment Agreement • November 18th, 2016 • Evercore Partners Inc. • Investment advice • New York
EMPLOYMENT AGREEMENT (the “Agreement”) made as of November 15, 2016 (the “Effective Date”) by and among Evercore Partners Inc. (the “Company”), Evercore LP (the “Partnership”) (the Company and Partnership, each and collectively, “Employer”) and John S. Weinberg (the “Executive”).
CASH UNIT AWARD AGREEMENTCash Unit Award Agreement • April 29th, 2011 • Evercore Partners Inc. • Investment advice • New York
WHEREAS, the Participant has elected to have this portion of the bonus notionally invested in one or more investment alternatives designated by the Participant; and
SUBSCRIPTION AGREEMENTSubscription Agreement • May 22nd, 2009 • Evercore Partners Inc. • Investment advice • Delaware
This Subscription Agreement (this “Agreement”) is made as of May 21, 2009, by and among Evercore LP, a Delaware limited partnership (the “Partnership”), Evercore Partners Inc., a Delaware corporation, as general partner of the Partnership (the “General Partner”), and Ralph L. Schlosstein (the “Investor”) and Jane Hartley, as the Trustee of the Ralph L. Schlosstein 1998 Long-Term Trust under agreement dated as of February 2, 1998, between Ralph L. Schlosstein, as Donor, and Jane Hartley, as Trustee (the “Trust”) and, together with the Investor, the “Investors”). Capitalized terms used herein but not defined herein shall have the meaning set forth in the Partnership Agreement (as defined below)
Confidentiality, Non-Solicitation and Proprietary Information Agreement (Senior Managing Director)Confidentiality, Non-Solicitation and Proprietary Information Agreement • February 29th, 2012 • Evercore Partners Inc. • Investment advice • New York
This Confidentiality, Non-Solicitation and Proprietary Information Agreement (the “Agreement”), is made as of the day of , 2012, between Evercore Partners Services East L.L.C. (the “Company”), and the employee signatory hereto (the “Employee”).
Evercore Partners Inc. 43rd Floor New York, NY 10055Employment Agreement • March 13th, 2009 • Evercore Partners Inc. • Investment advice
This letter agreement sets forth certain amendments to the employment letter agreement entered into by and between you and Evercore Group Holdings L.P. and its affiliates (collectively, “Evercore”) dated July 18, 2006 (the “Agreement”). The amendments described below are intended to conform the Agreement to the specific requirements of Section 409A of the Internal Revenue Code and the underlying Treasury Regulations and thereby prevent the imposition of adverse tax consequences on you. The amendments are not intended to materially alter your economic rights or position.
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LPLimited Partnership Agreement • May 15th, 2007 • Evercore Partners Inc. • Investment advice • Delaware
This Amendment No. 1, dated as of May 9, 2007 (this “Amendment”), to the Amended and Restated Limited Partnership Agreement, dated as of August 16, 2006 (the “Partnership Agreement”) of Evercore LP, a Delaware limited partnership, is made by Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner (the “General Partner”). Capitalized terms used herein but not defined herein shall have the meaning set forth in the Partnership Agreement.
SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LP Dated as of July 26, 2017Limited Partnership Agreement • July 28th, 2017 • Evercore Partners Inc. • Investment advice • Delaware
This SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Evercore LP (the “Partnership”) is made as of July 26, 2017, by and among Evercore Partners Inc., a corporation formed under the laws of the State of Delaware, as general partner, and the Limited Partners (as defined herein) of the Partnership.
TO FOURTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF EVERCORE LPLimited Partnership Agreement • November 6th, 2014 • Evercore Partners Inc. • Investment advice
This Supplement (the “Supplement”) to the Fourth Amended and Restated Limited Partnership Agreement, dated as of August 3, 2014 and effective as of and conditioned upon the Closing (as defined therein) (the “Existing Partnership Agreement” and collectively with the Supplement, as amended, supplemented or modified from time to time, the “Partnership Agreement”), of Evercore LP, a Delaware limited partnership (the “Partnership”), by and among Evercore Partners Inc., a Delaware corporation, as general partner of the Partnership (the “General Partner”), and the Limited Partners (as defined therein) of the Partnership, is made of the 3rd day of August, 2014. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Existing Partnership Agreement.
EQUITY HOLDERS AGREEMENT Dated as of August 21, 2008Equity Holders Agreement • August 21st, 2008 • Evercore Partners Inc. • Investment advice • New York
THIS EQUITY HOLDERS AGREEMENT (this “Agreement”) is made and entered into as of August 21, 2008, by and between Evercore Partners Inc., a Delaware corporation (the “Company”), and Mizuho Corporate Bank, Ltd., a Japanese corporation (“Mizuho CB” or the “Investor”).
BRAVEHEART FINANCIAL SERVICES LIMITED and BERNARD J. TAYLOR SERVICE AGREEMENTService Agreement • March 14th, 2008 • Evercore Partners Inc. • Investment advice
