BlackRock Inc. Sample Contracts

Amended and Restated Commercial Paper Dealer Agreement Between: BlackRock, Inc., as Issuer and Citigroup Global Markets Inc., as Dealer Concerning Notes to be issued pursuant to an Issuing and Paying Agency Agreement dated as of December 23, 2014...
Commercial Paper Dealer Agreement • February 27th, 2015 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

This agreement (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), which amends and restates the Commercial Paper Dealer Agreement, dated as of October 14, 2009, sets forth the understandings between the Issuer and the Dealer, each named on the cover page hereof, in connection with the issuance and sale by the Issuer of its short-term promissory notes in substantially the form of Exhibit D hereto (the “Notes”) through the Dealer.

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BLACKROCK, INC. $1,250,000,000 4.750% Notes Due 2033 UNDERWRITING AGREEMENT
Underwriting Agreement • May 18th, 2023 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

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BlackRock, Inc. Underwriting Agreement
Underwriting Agreement • December 10th, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

BlackRock, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Indenture”) dated as of September 17, 2007, between the Company and The Bank of New York Mellon, as trustee (the “Trustee”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to

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BLACKROCK FUNDING, INC., as Issuer BLACKROCK, INC., as Guarantor AND THE BANK OF NEW YORK MELLON, as Trustee Indenture Dated as of March 14, 2024 Senior Debt Securities
Indenture • March 14th, 2024 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York
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SECOND AMENDED AND RESTATED GLOBAL DISTRIBUTION AGREEMENT
Global Distribution Agreement • November 17th, 2010 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

THIS SECOND AMENDED AND RESTATED GLOBAL DISTRIBUTION AGREEMENT dated as of November 15, 2010, is made by and between BlackRock, Inc., a Delaware corporation (“BlackRock”), and Merrill Lynch & Co., Inc., a Delaware corporation (“Merrill Lynch” and, together with BlackRock, the “Parties” and each, a “Party”).

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AMENDMENT NO. 12 TO FIVE-YEAR REVOLVING CREDIT AGREEMENT
Five-Year Revolving Credit Agreement • April 1st, 2022 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

CREDIT AGREEMENT, dated as of March 10, 2011, by and among BlackRock, Inc., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.9 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), the Lenders who are or may become a party to this Agreement and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

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THIRD AMENDED AND RESTATED STOCKHOLDER AGREEMENT AMONG BLACKROCK, INC. MERRILL LYNCH & CO., INC. AND MERRILL LYNCH GROUP, INC. DATED AS OF NOVEMBER 15, 2010
Stockholder Agreement • February 28th, 2011 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIRD AMENDED AND RESTATED STOCKHOLDER AGREEMENT dated as of November 15, 2010, by and among BlackRock, Inc., a Delaware corporation (“BlackRock”), Merrill Lynch & Co., Inc., a Delaware corporation (“Merrill Lynch”), and Merrill Lynch Group, Inc., a Delaware corporation.

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 3rd, 2021 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

This Stock Purchase Agreement (the “Agreement”), dated as of January 29, 2021, is by and between Tennenbaum Capital Partners LLC, on behalf of Tennenbaum Opportunities Fund VI, LLC (the “Seller”) and Eurodry Ltd. (the “Company” and together with the Seller, each individually a “Party” and collectively the “Parties”).

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BLACKROCK, INC. 26,211,335 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • May 23rd, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York
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AMENDED AND RESTATED STOCK PURCHASE AGREEMENT by and among BARCLAYS BANK PLC, BARCLAYS PLC (solely for the purposes of Section 6.16, Section 6.18 and Section 6.24) and BLACKROCK, INC. Dated as of June 16, 2009
Stock Purchase Agreement • December 3rd, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

This AMENDED AND RESTATED STOCK PURCHASE AGREEMENT, dated as of June 16, 2009 (this “Agreement”), by and among BARCLAYS PLC, a public limited company organized under the Laws of England and Wales (“Parent”) (solely for the purposes of Section 6.16, Section 6.18 and Section 6.24), BARCLAYS BANK PLC, a public limited company organized under the Laws of England and Wales and a Subsidiary of Parent (“Seller”), and BLACKROCK, INC., a corporation organized under the Laws of Delaware (“Buyer”).

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BLACKROCK, INC. 28,753,248 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • May 15th, 2020 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

BlackRock, Inc., a corporation organized under the laws of Delaware (the “Company”), and PNC Bancorp, Inc. (the “Selling Shareholder”) confirm their respective agreements with the several underwriters named in Schedule A hereto, acting severally and not jointly (the “Underwriters”), for whom you (in such capacity, the “Representatives”) are acting as representatives, with respect to (i) the sale by the Selling Shareholder of an aggregate of 28,753,248 shares of common stock, par value $.01 per share, of the Company (the “Common Stock”) and the purchase by the Underwriters, acting severally and not jointly, of the respective number of shares of Common Stock set forth on Schedule A hereto, and (ii) the grant by the Selling Shareholder, to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 2,875,325 additional shares of Common Stock. The aforesaid 28,753,248 shares of Common Stock (the “Initial Securities”) to

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BLACKROCK, INC. RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • October 5th, 2006 • BlackRock, Inc. • Security brokers, dealers & flotation companies • Delaware

This Restricted Stock Agreement (this “Agreement”) is executed and delivered as of the Grant Date set forth above by and between BlackRock, Inc., a Delaware company, and its successors (the “Company”) and the Grantee set forth above. The Grantee and the Company hereby agree as follows:

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Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment. Such omitted portions, which are marked with brackets and asterisks [****], have been filed separately with the Securities and Exchange Commission.
Lease • August 8th, 2017 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

LEASE, dated as of * , 2017 (this “Lease”) between 50 HYMC OWNER LLC (“Landlord”), a Delaware limited liability company whose address is c/o Related Companies, 60 Columbus Circle, New York, New York 10023 and BLACKROCK, INC. (“Tenant”), a Delaware corporation whose address is 55 East 52nd Street, New York, New York 10022.

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BLACKROCK, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 2nd, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

This Agreement is made under and subject to the provisions of the BlackRock, Inc. 1999 Stock Award and Incentive Plan (the “Plan”), and all of the provisions of the Plan are hereby incorporated herein as provisions of this Agreement. If there is a conflict between the provisions of this Agreement and the provisions of the Plan, the provisions of the Plan will govern.

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VOLT PARENT, LP SUBSCRIPTION AGREEMENT
Subscription Agreement • August 25th, 2017 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware
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SECOND AMENDMENT TO SHARE SURRENDER AGREEMENT
Share Surrender Agreement • June 15th, 2007 • BlackRock Inc. • Security brokers, dealers & flotation companies

This Second Amendment to the Share Surrender Agreement (the “Second Amendment”) is made and entered into as of June 11, 2007 by and between The PNC Financial Services Group, Inc., a Pennsylvania corporation (“PNC”), BlackRock, Inc., a Delaware corporation (“BlackRock”) and PNC Bancorp, Inc., a Delaware corporation (“Bancorp”) (as successor to PNC Asset Management, Inc., a Delaware corporation (“PAM”) under an Assignment and Assumption Agreement entered into as of January 14, 2005 (the “Assignment and Assumption Agreement”)). Bancorp is an indirect wholly owned subsidiary of PNC. Capitalized terms used in this Second Amendment and not defined have the meanings set forth in the Amended Share Surrender Agreement (as defined below).

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REGISTRATION RIGHTS AGREEMENT by and among BLACKROCK, INC., BARCLAYS BANK PLC and BARCLAYS BR HOLDINGS S.À R.L. Dated as of December 1, 2009
Registration Rights Agreement • December 3rd, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 1, 2009, by and among BlackRock, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), Barclays Bank PLC, a public limited company incorporated under the laws of England and Wales (“Barclays”), and Barclays BR Holdings S.à r.l., a société à responsabilité limitée organized under the laws of Luxembourg (“BR Holdings” and, together with Barclays, the “Barclays Parties”).

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REVOLVING CREDIT AGREEMENT dated as of December 1, 2009, by and among BLACKROCK, INC., as Borrower, BARCLAYS BANK PLC, as Lender THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Administrative Agent, and BARCLAYS CAPITAL, as Sole Lead Arranger, Sole...
Revolving Credit Agreement • December 3rd, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

CREDIT AGREEMENT, dated as of December 1, 2009, by and among BLACKROCK, INC., a Delaware corporation (the “Borrower”), BARCLAYS BANK PLC (the “Lender”), the lenders who are or may become a party to this Agreement (collectively, the “Lenders”) and BARCLAYS BANK PLC, as Administrative Agent for the Lenders, and BARCLAYS CAPITAL, as Sole Lead Arranger, Sole Lead Bookrunner and Syndication Agent.

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FIVE-YEAR REVOLVING CREDIT AGREEMENT dated as of March 10, 2011, by and among BLACKROCK, INC., and CERTAIN SUBSIDIARIES as Borrowers, the Lenders referred to herein, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender,...
Revolving Credit Agreement • August 24th, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

CREDIT AGREEMENT, dated as of March 10, 2011, by and among BlackRock, Inc., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.9 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), the Lenders who are or may become a party to this Agreement and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

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BLACKROCK, INC. AMENDED AND RESTATED 1999 STOCK AWARD AND INCENTIVE PLAN BLACKROCK PERFORMANCE INCENTIVE PLAN (BPIP) RESTRICTED STOCK UNIT AGREEMENT GRANT NOTICE
Restricted Stock Unit Agreement • August 7th, 2015 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

The Award represents the right to receive a number of shares of common stock, $0.01 par value, of BlackRock, Inc. (each, a “Share”) in accordance with and subject to the terms and conditions provided in this Grant Notice and the Award Terms and Conditions (including the schedules and appendices hereto) (collectively, this “Agreement”).

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FORM OF TRANSITION SERVICES AGREEMENT
Transition Services Agreement • August 17th, 2006 • New BlackRock, Inc. • Security brokers, dealers & flotation companies • New York

This AGREEMENT (“Agreement”), dated as of this ___ day of _______, 2006 by and between Merrill Lynch & Co., Inc. (“Merrill Lynch”), and New BlackRock, Inc. (“BlackRock”) (each a “party” and together, the “parties”).

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STOCKHOLDER AGREEMENT AMONG BLACKROCK, INC., BARCLAYS BANK PLC AND BARCLAYS BR HOLDINGS S.À R.L. DATED AS OF DECEMBER 1, 2009
Stockholder Agreement • December 3rd, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

STOCKHOLDER AGREEMENT, dated as of December 1, 2009, among BlackRock, Inc., a Delaware corporation ("BlackRock"), Barclays Bank PLC, a corporation organized under the laws of England and Wales ("Barclays"), and Barclays BR Holdings S.à r.l., a société à responsabilité limitée organized under the laws of Luxembourg ("BR Holdings" and, together with Barclays, the "Barclays Parties").

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BLACKROCK FUNDING, INC. $800,000,000 4.600% Notes Due 2027 $500,000,000 4.900% Notes Due 2035 $1,200,000,000 5.350% Notes Due 2055 UNDERWRITING AGREEMENT
Underwriting Agreement • July 18th, 2024 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

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January 29, 2012 The Gores Group, LLC (“Gores”) 10877 Wilshire Boulevard, 18th Floor Los Angeles, CA 90024 Ladies and Gentlemen:
Commitment Letter • February 8th, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies

This commitment letter sets forth the commitment of the undersigned co-investor (the “Investor”) to purchase an Interest (as defined below) in Auto Co-Investors, LLC, a Delaware limited liability company (“Holdco”), which has been formed for the purpose of acquiring Auto Acquisition Company, LLC, a Delaware limited liability company (“Parent”), which, in turn, was formed to acquire, together with a special purpose vehicle owned by Gores Capital Partners, III, L.P. and affiliates of Gores (the “Sponsor”), The Pep Boys – Manny, Moe & Jack, a Pennsylvania corporation (the “Company”) pursuant to that certain Agreement and Plan of Merger, dated on or about January [__], 2012 (the “Merger Agreement”), by and among Parent, Auto Mergersub, Inc., a Pennsylvania corporation (“Merger Sub”), and the Company, on the terms and subject to the conditions set forth in the Merger Agreement (the “Transaction”). Capitalized terms used but not defined herein have the respective meanings ascribed to them in

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STOCK REPURCHASE AGREEMENT BY AND BETWEEN PNC BANCORP, INC. AND BLACKROCK, INC. Dated as of May 11, 2020 STOCK REPURCHASE AGREEMENT
Stock Repurchase Agreement • May 15th, 2020 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2020 by and between PNC Bancorp, Inc., a Delaware Corporation (“PNC”) and BlackRock, Inc., a Delaware corporation (“BlackRock”).

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STOCK REPURCHASE AGREEMENT BY AND AMONG MERRILL LYNCH & CO., INC MERRILL LYNCH GROUP, INC. AND BLACKROCK, INC. Dated as of May 19, 2011.
Stock Repurchase Agreement • May 19th, 2011 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 19, 2011 by and among Merrill Lynch & Co., Inc., a Delaware corporation (“Merrill Lynch”), Merrill Lynch Group, Inc. (“Merrill Lynch Group”) and BlackRock, Inc., a Delaware corporation (“BlackRock”).

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Note Purchase Agreement • December 10th, 2009 • BlackRock Inc. • Security brokers, dealers & flotation companies

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

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Indenture • May 25th, 2011 • BlackRock Inc. • Security brokers, dealers & flotation companies

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

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FOURTH AMENDMENT TO SHARE SURRENDER AGREEMENT
Share Surrender Agreement • August 8th, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies

This Fourth Amendment to the Share Surrender Agreement (the “Fourth Amendment”) is made and entered into as of August 7, 2012, by and between The PNC Financial Services Group, Inc., a Pennsylvania corporation (“PNC”), BlackRock, Inc., a Delaware corporation (“BlackRock”) and PNC Bancorp, Inc., a Delaware corporation and indirectly wholly owned subsidiary of PNC (“Bancorp”) (as successor to PNC Asset Management, Inc., a Delaware corporation (“PAM”) under an Assignment and Assumption Agreement entered into as of January 14, 2005 (the “Assignment and Assumption Agreement”) to the Share Surrender Agreement (as amended, the “Share Surrender Agreement”)), dated as of October 10, 2002. Capitalized terms used in this Fourth Amendment and not defined have the meanings set forth in the Share Surrender Agreement.

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STOCK REPURCHASE AGREEMENT BY AND BETWEEN BARCLAYS BANK PLC AND BLACKROCK, INC. Dated as of May 21, 2012
Stock Repurchase Agreement • May 23rd, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 21, 2012 between Barclays Bank PLC, a corporation organized under the laws of England and Wales (“Barclays”), and BlackRock, Inc., a Delaware corporation (“BlackRock”).

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EXCHANGE AGREEMENT BY AND BETWEEN MERRILL LYNCH & CO., INC AND BLACKROCK, INC. Dated as of December 26, 2008.
Exchange Agreement • December 29th, 2008 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIS EXCHANGE AGREEMENT (this "Agreement") is made and entered into as of December 26, 2008 by and among Merrill Lynch & Co., Inc., a Delaware corporation ("Merrill Lynch") and BlackRock, Inc., a Delaware corporation ("BlackRock").

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EXCHANGE AGREEMENT BY AND BETWEEN PNC BANCORP, INC. THE PNC FINANCIAL SERVICES GROUP, INC. AND BLACKROCK, INC. Dated as of May 21, 2012
Exchange Agreement • May 23rd, 2012 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of May 21, 2012 by and among PNC Bancorp, Inc., a Delaware corporation (“PNC”) and the PNC Financial Services Group, Inc., a Pennsylvania corporation (“PNC Parent”), and BlackRock, Inc., a Delaware corporation (“BlackRock”).

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LOCK-UP LETTER AGREEMENT
Lock-Up Agreement • February 13th, 2020 • BlackRock Inc. • Security brokers, dealers & flotation companies
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AMENDMENT NO. 15 TO FIVE-YEAR REVOLVING CREDIT AGREEMENT
Five-Year Revolving Credit Agreement • May 31st, 2024 • BlackRock Inc. • Security brokers, dealers & flotation companies • New York

THIS AMENDMENT NO. 15 TO FIVE-YEAR REVOLVING CREDIT AGREEMENT (this “Amendment”) is dated as of May 31, 2024 by and among BLACKROCK, INC., a Delaware corporation (the “Company”), BLACKROCK FUNDING, INC., a Delaware corporation (“New BlackRock”), the Designated Borrowers party hereto (each a “Designated Borrower” and, together with the Company and New BlackRock, the “Borrowers” and, each a “Borrower”), the banks and other financial institutions or entities party hereto (the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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SECOND AMENDED AND RESTATED STOCKHOLDER AGREEMENT
Stockholder Agreement • February 13th, 2020 • BlackRock Inc. • Security brokers, dealers & flotation companies • Delaware

This SECOND AMENDED AND RESTATED STOCKHOLDER AGREEMENT (this “Agreement”), dated as of February 12, 2020, is by and between PennyMac Financial Services, Inc., a Delaware corporation (formerly known as New PennyMac Financial Services, Inc.) (the “Company”) and BlackRock Mortgage Ventures, LLC, a Delaware limited liability company (“BlackRock”).

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