September 11, 2013 Umpqua Holdings Corporation One SW Columbia Street, Suite 1200 Portland, OR 97258 Sterling Financial Corporation Spokane, WA 99201 RE: Investor Letter AgreementInvestor Letter Agreement • September 13th, 2013 • Warburg Pincus Private Equity X, L.P. • Savings institutions, not federally chartered
Reference is made to the Merger Agreement, dated as of the date hereof, between Sterling Financial Corporation (“Silver”) and Umpqua Holdings Corporation (“River”) (the “Merger Agreement”); capitalized terms have the meanings ascribed to them in the Merger Agreement. Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (together with Warburg Pincus X Partners, L.P., an affiliated Delaware limited partnership, “Holder”) is a party to an Investment Agreement with Silver, dated May 25, 2010, as amended (the “Investment Agreement”).
WAIVER AGREEMENTWaiver Agreement • July 19th, 2013 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • Delaware
THIS WAIVER AGREEMENT (this “Agreement”) is entered into as of July 16, 2013 by and among Talon Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned stockholders of the Company (the “Stockholders” and together with the Company, the “Parties”).
SECURITIES PURCHASE AGREEMENT by and among SPECTRUM PHARMACEUTICALS, INC. EAGLE ACQUISITION MERGER SUB, INC. and THE SECURITYHOLDERS OF TALON THERAPEUTICS, INC. NAMED HEREIN JULY 16, 2013Securities Purchase Agreement • July 19th, 2013 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of July 16, 2013, by and among Spectrum Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Eagle Acquisition Sub, Inc., a Delaware corporation (“Purchaser”), Warburg Pincus Private Equity X, L.P. (“WPX”), Warburg Pincus X Partners, L.P. (“WPPX” and, together with WPX, the “WP Entities”), Deerfield Private Design Fund, L.P. (“Deerfield Private Design Fund”), Deerfield Special Situations Fund, L.P. (“Deerfield Special Situations Fund”), Deerfield Special Situations Fund International Limited (“Deerfield International”) and Deerfield Private Design International, L.P. (“Deerfield Private Design International” and, together with Deerfield Private Design Fund, Deerfield Special Situation Fund and Deerfield International, the “Deerfield Entities”). The WP Entities and the Deerfield Entities shall be referred to herein individually as “Seller” and collectively as “Sellers.”
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 1st, 2013 • Warburg Pincus Private Equity X, L.P. • Biological products, (no disgnostic substances) • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) dated as of April 29, 2013 is made by and among WP X Biologics LLC, a Delaware limited liability company (“Purchaser”), Ms. Lin Ling Li, a Hong Kong resident (Hong Kong ID No. R330968(0), “Seller”) and Mr. Ze Qin Lin, a Hong Kong resident (Hong Kong ID No. P774319(3)) and husband of Seller (“Seller Affiliate”). Purchaser, Seller and Seller Affiliate are hereinafter referred to as the “Parties” and each a “Party”.
AGREEMENT OF JOINT FILINGJoint Filing Agreement • December 23rd, 2015 • Warburg Pincus Private Equity X, L.P. • Security & commodity brokers, dealers, exchanges & services
This joint filing agreement (this “Agreement”) is made and entered into as of this 23rd day of December 2015, by and among the persons named below.
JOINT FILING AGREEMENTJoint Filing Agreement • April 21st, 2010 • Warburg Pincus Private Equity X, L.P. • Life insurance
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • June 5th, 2012 • Warburg Pincus Private Equity X, L.P. • Biological products, (no disgnostic substances) • New York
JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1)Joint Filing Agreement • June 18th, 2019 • Warburg Pincus Private Equity X, L.P. • Services-prepackaged software
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing an additional joint filing agreement. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This joint filing agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
AMENDMENT NO. 1 TO THE INVESTMENT AGREEMENTInvestment Agreement • July 3rd, 2012 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • Delaware
AMENDMENT NO. 1 (this “Amendment”), dated as of July 3, 2012, to the Investment Agreement, dated as of January 9, 2012 (the “Investment Agreement”), by and among Talon Therapeutics, Inc., a Delaware corporation (formerly Hana Biosciences, Inc.) (the “Company”), Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“WPX”), Warburg Pincus X Partners, L.P., a Delaware limited partnership (“WP Partners”, and together with WPX, each a “WP Purchaser” and collectively the “WP Purchasers”), Deerfield Private Design Fund, L.P., a Delaware limited partnership (“Deerfield Private Design”), Deerfield Private Design International, L.P., a limited partnership organized under the laws of the British Virgin Islands (“Deerfield Private Design International”), Deerfield Special Situations Fund, L.P., a Delaware limited partnership (“Deerfield Special Situations”), and Deerfield Special Situations Fund International Limited, an entity organized under the laws of the British Virgin Island
JOINT FILING AGREEMENTJoint Filing Agreement • February 11th, 2016 • Warburg Pincus Private Equity X, L.P. • Investment advice
This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Webster Financial Corporation Webster Plaza 145 Bank Street Waterbury, Connecticut 06702 Attn: Gerald P. Plush Warburg Pincus Private Equity X, L.P. 450 Lexington Avenue New York, New York 10017 Attn: Daniel Zilberman October 15, 2009 Ladies and...Investment Agreement • October 16th, 2009 • Warburg Pincus Private Equity X, L.P. • National commercial banks
Reference is hereby made to the Investment Agreement, dated as of July 27, 2009 (the “Investment Agreement”), between Webster Financial Corporation, a Delaware corporation (the “Company”) and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (the “WP Private Equity X”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Investment Agreement.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • New York
SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of June 1, 2008, by and among the parties listed in Schedule 1 (the “Selling Shareholders” and each individually a “Selling Shareholder”) and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership, and Warburg Pincus X Partners, L.P., a Delaware limited partnership (the “Buyers” and each individually a “Buyer”).
April 15, 2014 Umpqua Holdings Corporation One SW Columbia Street, Suite 1200 Portland, OR 97258 Sterling Financial Corporation Spokane, WA 99201 RE: Investor Letter AgreementInvestor Letter Agreement • April 22nd, 2014 • Warburg Pincus Private Equity X, L.P. • Savings institutions, not federally chartered • New York
Reference is made to (i) the Investor Letter Agreement (the “Investor Letter Agreement”) dated as of September 11, 2013 by and between Sterling Financial Corporation, a Washington corporation (“Sterling”), Umpqua Holdings Corporation, an Oregon corporation (“Umpqua”) and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership together with Warburg Pincus X Partners, L.P., an affiliated Delaware limited partnership (each, an “Investor” and collectively, the “Investors”), (ii) the Investment Agreement dated as of May 25, 2010 by and between Warburg Pincus Private Equity X, L.P. and Sterling, as amended (the “Investment Agreement”) and (iii) the Agreement and Plan of Merger dated as of September 11, 2013 by and between Sterling and Umpqua (the “Merger Agreement”). Capitalized terms used but not defined in this letter agreement shall have the meaning set forth in the Merger Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations
THIS JOINT FILING AGREEMENT is entered into as of July 14, 2008, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the ordinary shares, par value $0.02 per share, of WuXi PharmaTech (Cayman) Inc. and any amendment thereafter signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Warburg Pincus Private Equity X, L.P. 450 Lexington Avenue New York, New York 10017 Warburg Pincus X Partners, L.P. 450 Lexington Avenue New York, New York 10017Investment Agreement • December 29th, 2010 • Warburg Pincus Private Equity X, L.P. • National commercial banks • New York
Reference is hereby made to (i) the Investment Agreement, dated as of July 27, 2009 (the “Investment Agreement”), between Webster Financial Corporation, a Delaware corporation (the “Company”) and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“WP Private Equity X”); (ii) the Letter Agreement, dated as of October 15, 2009, among the Company, WP Private Equity X and Warburg Pincus X Partners, L.P. (“WP X Partners,” and together with WP Private Equity X, “WP X”); (iii) the notice given by the Company to WP X, dated as of December 3, 2010, notifying WP X of its gross-up right under Section 4.3 of the Investment Agreement (the “Gross-up Right”) in connection with a proposed public offering (the “Offering”) by the Company of 6,630,000 shares of its common stock, par value $0.01 per share (“Common Stock”) for $18.00 per share of Common Stock (the “Offering Price”) payable on December 27, 2010; and (iv) the notice given by WP X, dated as of December 6, 2010, notifying t
VOTING AGREEMENTVoting Agreement • April 27th, 2010 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • Delaware
AGREEMENT, dated as of April 26, 2010 between Charles River Laboratories International, Inc., a Delaware corporation (“Acquiror”), and the shareholders listed on the signature pages hereto (each a “Shareholder” and, collectively, “Shareholders”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 2nd, 2015 • Warburg Pincus Private Equity X, L.P. • Surety insurance
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the foregoing Statement on Schedule 13D with respect to the Common Stock of MBIA Inc. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all such counterparts taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • September 3rd, 2010 • Warburg Pincus Private Equity X, L.P. • Savings institutions, not federally chartered
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D, including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
PUT/CALL LETTER AGREEMENTPut/Call Agreement • February 11th, 2016 • Warburg Pincus Private Equity X, L.P. • Investment advice • Delaware
As you know, Kansas City 727 Acquisition LLC, the parent company of The Mutual Fund Store, LLC (the “Employer”), Financial Engines, Inc. (“Purchaser”) and certain other parties are entering into an Agreement and Plan of Mergers, dated as of the date hereof (the “Merger Agreement”). The Merger Agreement contemplates that each of you and the Funds (as defined below) will receive in the Merger, among other things, certain shares of Purchaser Common Stock Merger (the “Merger Stock Consideration”). This letter agreement (this “Letter Agreement”), which is being entered into concurrently with the execution of the Merger Agreement, memorializes our agreement concerning our arrangements, entered into at your request, to provide you with the right to sell a portion of your Merger Stock Consideration to the Funds, and the Funds’ right to acquire certain of your Merger Stock Consideration.
VOTING TRUST AGREEMENTVoting Trust Agreement • February 11th, 2008 • Warburg Pincus Private Equity X, L.P. • Surety insurance • New York
This VOTING TRUST AGREEMENT (this “Agreement”), dated as of January 30, 2008, is entered into by and among MBIA Inc., a corporation organized under the laws of Connecticut (the “Company”), Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (the “Investor”), and U.S. Bank National Association, a national banking association (the “Voting Trustee”), and each person that may be designated by the Investor as a Voting Trustee.
JOINT FILING AGREEMENTJoint Filing Agreement • December 15th, 2008 • Warburg Pincus Private Equity X, L.P. • Crude petroleum & natural gas
THIS JOINT FILING AGREEMENT is entered into as of December 15, 2008, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the common stock, par value $0.001 per share, of Bill Barrett Corporation and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
VOTING AGREEMENTVoting Agreement • June 16th, 2010 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • Delaware
This Voting Agreement (this “Agreement”) is dated as of June 7, 2010, among Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“Warburg Pincus”), Deerfield Private Design Fund, L.P., a Delaware limited partnership (“Deerfield Private Design”), Deerfield Private Design International, L.P., a British Virgin Islands limited partnership (“Deerfield Private Design International”), Deerfield Special Situation Fund, L.P., a Delaware limited partnership (“Deerfield Special Situation”), and Deerfield Special Situations Fund International Limited, a British Virgin Islands exempt company (“Deerfield Special Situations International”, and together with Deerfield Private Design, Deerfield Private Design International and Deerfield Special Situation, each a “Stockholder” and collectively the “Stockholders”).
10,000,000 shares WEBSTER FINANCIAL CORPORATION Common Stock, par value $0.01 UNDERWRITING AGREEMENTUnderwriting Agreement • December 12th, 2012 • Warburg Pincus Private Equity X, L.P. • National commercial banks • New York
ContractInvestment and Settlement Agreement • August 8th, 2013 • Warburg Pincus Private Equity X, L.P. • Surety insurance • New York
Investment and Settlement Agreement and Waiver and Release, dated August 5, 2013 (this “Agreement”), between Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (the “Investor”), MBIA Inc., a Connecticut corporation (the “Company”) and, solely for purposes of Section 1.3 hereof, Warburg Pincus X Partners, L.P.
JOINT FILING AGREEMENTJoint Filing Agreement • August 5th, 2009 • Warburg Pincus Private Equity X, L.P. • National commercial banks
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
AMENDMENT NO. 1 TO THE SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • New York
AMENDMENT AGREEMENT (the “Amendment Agreement”), dated as of July 2, 2008, by and among Warburg Pincus Private Equity X, L.P., a Delaware limited partnership, and Warburg Pincus X Partners, L.P., a Delaware limited partnership (together, the “Buyers”), UOB Hermes Asia Technology Fund, a Cayman Islands exempted company, UOB JAIC Venture Bio Investments Limited, a Singaporean limited liability company, and UOB Venture Technology Investments Ltd., a Singaporean limited liability company, (together, the “Selling Shareholders”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 10th, 2020 • Warburg Pincus Private Equity X, L.P. • Services-prepackaged software
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the foregoing Statement on Schedule 13D with respect to the common shares of Endurance International Group Holdings, Inc. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all such counterparts taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • September 27th, 2016 • Warburg Pincus Private Equity X, L.P. • Services-prepackaged software
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the foregoing Statement on Schedule 13D with respect to the common shares of Endurance International Group Holdings, Inc. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all such counterparts taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • October 15th, 2010 • Warburg Pincus Private Equity X, L.P. • National commercial banks
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • June 16th, 2010 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations
THIS JOINT FILING AGREEMENT is entered into as of June 16, 2010, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the common stock, par value $0.001 per share (the “Common Stock”) of Hana Biosciences, Inc. and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
