Windstream Services, LLC Windstream Finance Corp. 8.75% SENIOR NOTES DUE 2024 Indenture Dated as of December 13, 2017 U.S. Bank National Association, as TrusteeIndenture • December 18th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledDecember 18th, 2017 Company Industry JurisdictionINDENTURE dated as of December 13, 2017 among Windstream Services, LLC, a Delaware limited liability company, Windstream Finance Corp., a Delaware corporation, the Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, a national banking association organized under the laws of the United States, as Trustee.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • May 7th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 7th, 2015 Company Industry JurisdictionFirst Supplemental Indenture (this “Supplemental Indenture”), dated as of March 2, 2015, among Windstream Services, LLC (as successor to Windstream Corporation), a Delaware limited liability company (the “Company”), Windstream Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the subsidiaries of the Company listed on Schedule I hereto (the “Guarantors”), and U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee under the Indenture referred to below (the “Trustee”).
MASTER LEASE Among CSL NATIONAL, LP and THE ENTITIES SET FORTH ON SCHEDULE 1, collectively, as Landlord and WINDSTREAM HOLDINGS, INC., as Tenant Dated as of April 24, 2015Master Lease • April 27th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 27th, 2015 Company Industry JurisdictionThis MASTER LEASE (the “Master Lease”) is entered into as of April 24, 2015, by and among CSL NATIONAL, LP, a Delaware limited partnership (“CS&L National”, and THE ENTITIES SET FORTH ON SCHEDULE 1 ATTACHED HERETO (collectively, together with CS&L National and their respective permitted successors and assigns, “Landlord”), and WINDSTREAM HOLDINGS, INC., a Delaware corporation (together with its permitted successors and assigns, “Tenant”).
EMPLOYMENT AGREEMENT BETWEEN WINDSTREAM HOLDINGS, INC. AND ANTHONY W. THOMASEmployment Agreement • December 12th, 2014 • Windstream Corp • Telephone communications (no radiotelephone) • Arkansas
Contract Type FiledDecember 12th, 2014 Company Industry JurisdictionThis Employment Agreement (this “Agreement”) is made, entered into, and is effective as of December 11, 2014 (the “Effective Date”), by and between Windstream Holdings, Inc., a Delaware corporation (“Windstream”), and Anthony W. Thomas (the “Executive”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
SIXTH AMENDED AND RESTATED CREDIT AGREEMENT originally dated as of July 17, 2006 as amended and restated as of April 24, 2015 by and among WINDSTREAM SERVICES, LLC, formerly known as WINDSTREAM CORPORATION, The Lenders Party Hereto and JPMORGAN CHASE...Credit Agreement • April 27th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 27th, 2015 Company Industry JurisdictionAMENDED AND RESTATED SECURITY AGREEMENT originally dated as of July 17, 2006 and amended as of September 17, 2010 and August 11, 2011, as amended and restated as of April 24, 2015 as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Windstream Services, LLC (formerly known as Windstream Corporation, and successor to ALLTEL Holding Corp.), as Borrower, the GUARANTORS party hereto and JPMORGAN CHASE BANK, N.A., as Collateral Agent.
WAIVER AND RELEASE AGREEMENTWaiver and Release Agreement • May 9th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • Arkansas
Contract Type FiledMay 9th, 2017 Company Industry JurisdictionTHIS WAIVER AND RELEASE AGREEMENT (“Waiver and Release”) is entered into by and between Sarah E. Day (“Executive”) and Windstream Holdings, Inc. (the “Company” or "Windstream") (collectively, the “Parties”).
RECOGNITION AGREEMENTRecognition Agreement • April 27th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 27th, 2015 Company Industry JurisdictionThis Recognition Agreement (this “Agreement”) dated as of April 24, 2015, is entered into by and among CSL NATIONAL, LP, a Delaware limited partnership (“CS&L”), and THE OTHER LANDLORD ENTITIES SET FORTH ON THE SIGNATURE PAGE HERETO (together with CS&L, collectively, “Landlord”), WINDSTREAM HOLDINGS, INC., a Delaware corporation (“Tenant”) and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent (“Administrative Agent”) on behalf of the Lenders (as hereinafter defined).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • May 7th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 7th, 2015 Company Industry JurisdictionSecond Supplemental Indenture (this “Supplemental Indenture”), dated as of March 2, 2015, among Windstream Services, LLC (as successor to Windstream Corporation), a Delaware limited liability company (the “Company”), Windstream Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the subsidiaries of the Company listed on Schedule I hereto (the “Guarantors”), and U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee under the Indenture referred to below (the “Trustee”).
FOURTH SUPPLEMENTAL INDENTURESupplemental Indenture • December 12th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledDecember 12th, 2017 Company Industry JurisdictionThis FOURTH SUPPLEMENTAL INDENTURE, dated as of December 6, 2017 (this “Supplemental Indenture”), among Windstream Services, LLC, a Delaware limited liability company (as successor to Windstream Corporation) (the “Company”), Windstream Finance Corp. (the “Co-Issuer” and, together with the Company, the “Issuers”), the other subsidiaries of the Company party hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association organized under the laws of the United States, solely in its capacity as trustee under the Indenture referred to below (the “Trustee”).
Company Claims/Interests shall have all the rights of a Consenting Creditor (and Priority Non- Backstop Party, as applicable) under the Plan Support Agreement, as amended by this Second Amendment. 5. Survival. This Second Amendment shall be binding...Chapter 11 Plan Support Agreement • June 9th, 2020 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledJune 9th, 2020 Company Industry Jurisdiction
Windstream Services, LLC Windstream Finance Corp. 8.625% SENIOR FIRST LIEN NOTES DUE 2025 Indenture Dated as of November 6, 2017 U.S. Bank National Association, as Trustee and as Notes Collateral AgentIndenture • November 13th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 13th, 2017 Company Industry JurisdictionINDENTURE dated as of November 6, 2017 among Windstream Services, LLC, a Delaware limited liability company, Windstream Finance Corp., a Delaware corporation, the Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, a national banking association organized under the laws of the United States, as Trustee and as Notes Collateral Agent.
ContractRefinancing Amendment • May 9th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 9th, 2017 Company Industry JurisdictionTRANCHE B-7 REFINANCING AMENDMENT (this “Refinancing Amendment”), dated as of February 17, 2017, to the Sixth Amended and Restated Credit Agreement originally dated as of July 17, 2006 and amended and restated as of April 24, 2015 (as further amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Administrative Agent”), and the other agents party thereto.
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • November 9th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 9th, 2017 Company Industry JurisdictionThis FIFTH SUPPLEMENTAL INDENTURE, dated as of November 5, 2017 (this “Supplemental Indenture”), among Windstream Services, LLC, a Delaware limited liability company (as successor to Windstream Corporation) (the “Company”), Windstream Finance Corp. (the “Co-Issuer” and, together with the Company, the “Issuers”), the other subsidiaries of the Company party hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association organized under the laws of the United States, solely in its capacity as trustee under the Indenture referred to below (the “Trustee”).
this Amendment. All such executed signature pages delivered pursuant to the terms of the Amendment shall be irrevocable; provided, that holders of First Lien Claims that submit signature pages after the Priority Non-Backstop Cap has been satisfied...Chapter 11 Plan Support Agreement • June 9th, 2020 • Windstream Services, LLC • Telephone communications (no radiotelephone)
Contract Type FiledJune 9th, 2020 Company Industry
ContractIncremental Amendment • May 9th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 9th, 2017 Company Industry JurisdictionTHIRD TRANCHE B-6 INCREMENTAL AMENDMENT (this “Incremental Amendment”) dated as of February 27, 2017, to the Sixth Amended and Restated Credit Agreement originally dated as of July 17, 2006 and amended and restated as of April 24, 2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”; the Existing Credit Agreement as amended hereby, the “Amended Credit Agreement”) among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the lenders party thereto, JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent and collateral agent (in such capacities, the “Administrative Agent”), and the other agents party thereto.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 27th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • Delaware
Contract Type FiledApril 27th, 2015 Company Industry Jurisdiction
EMPLOYMENT AGREEMENT BETWEEN WINDSTREAM HOLDINGS, INC., WINDSTREAM SERVICES, LLC, AND ANTHONY W. THOMASEmployment Agreement • February 22nd, 2019 • Windstream Services, LLC • Telephone communications (no radiotelephone) • Arkansas
Contract Type FiledFebruary 22nd, 2019 Company Industry JurisdictionThis Employment Agreement (this “Agreement”), effective as of February 19, 2019 (the “Effective Date”), is entered into by and between Windstream Holdings, Inc., a Delaware corporation (“Windstream” or the “Corporation”), Windstream Services, LLC, a Delaware limited liability company (“Services”), and Anthony W. Thomas (the “Executive”). References to Windstream or the Corporation include Services, as applicable. This Agreement replaces and supersedes the Employment Agreement dated September 1, 2017. In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
ContractIncremental Amendment • March 30th, 2016 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMarch 30th, 2016 Company Industry JurisdictionTRANCHE B-6 INCREMENTAL AMENDMENT (this “Incremental Amendment”) dated as of March 29, 2016, to the Sixth Amended and Restated Credit Agreement originally dated as of July 17, 2006 and amended and restated as of April 24, 2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Administrative Agent”), and the other agents party thereto.
A Delaware Limited Liability Company OPERATING AGREEMENTOperating Agreement • May 7th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • Delaware
Contract Type FiledMay 7th, 2015 Company Industry JurisdictionTHIS OPERATING AGREEMENT is made and entered into as of the 28th day of February, 2015, by Windstream Holdings, Inc., a Delaware corporation (the “Member”).
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • May 7th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 7th, 2015 Company Industry JurisdictionSeventh Supplemental Indenture (this “Supplemental Indenture”), dated as of March 2, 2015, among Windstream Services, LLC (as successor to Windstream Corporation), a Delaware limited liability company (the “Company”), Windstream Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the subsidiaries of the Company listed on Schedule I hereto (the “Guarantors”), and U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee under the Indenture referred to below (the “Trustee”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • November 13th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 13th, 2017 Company Industry JurisdictionThis THIRD SUPPLEMENTAL INDENTURE, dated as of November 6, 2017 (this “Supplemental Indenture”), among Windstream Services, LLC, a Delaware limited liability company (as successor to Windstream Corporation) (the “Company”), Windstream Finance Corp. (the “Co-Issuer” and, together with the Company, the “Issuers”), the other subsidiaries of the Company party hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association organized under the laws of the United States, solely in its capacity as trustee under the Indenture referred to below (the “Trustee”).
ContractIncremental Amendment • March 1st, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMarch 1st, 2017 Company Industry JurisdictionSECOND TRANCHE B-6 INCREMENTAL AMENDMENT (this “Incremental Amendment”) dated as of December 2, 2016, to the Sixth Amended and Restated Credit Agreement originally dated as of July 17, 2006 and amended and restated as of April 24, 2015 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”; the Existing Credit Agreement as amended hereby, the “Amended Credit Agreement”) among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the lenders party thereto, JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent and collateral agent (in such capacities, the “Administrative Agent”), and the other agents party thereto.
LIMITED WAIVER TO CREDIT AGREEMENTLimited Waiver to Credit Agreement • February 28th, 2019 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledFebruary 28th, 2019 Company Industry JurisdictionThis Limited Waiver to Credit Agreement (this “Waiver”), dated as of February 21, 2019, is entered into by and among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the other Loan Parties listed on the signature pages hereto, the Lenders listed on the signature pages hereto constituting the Required Revolving Lenders and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Administrative Agent”).
ContractRefinancing and Incremental Amendment • March 1st, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMarch 1st, 2017 Company Industry JurisdictionTRANCHE B-6 REFINANCING AND INCREMENTAL AMENDMENT (this “Refinancing and Incremental Amendment”), dated as of September 30, 2016, to the Sixth Amended and Restated Credit Agreement originally dated as of July 17, 2006 and amended and restated as of April 24, 2015 (as further amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among Windstream Services, LLC, a Delaware limited liability company (the “Borrower”), the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Administrative Agent”), and the other agents party thereto.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • November 13th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 13th, 2017 Company Industry JurisdictionThis FIRST SUPPLEMENTAL INDENTURE, dated as of November 8, 2017 (this “Supplemental Indenture”), among Windstream Services, LLC, a Delaware limited liability company (as successor to Windstream Corporation) (the “Company”), Windstream Finance Corp. (the “Co-Issuer” and, together with the Company, the “Issuers”), the other subsidiaries of the Company party hereto (the “Guarantors”) and U.S. Bank, National Association, as collateral agent (in such capacity, the “Collateral Agent”), and U.S. Bank, National Association, as trustee (in such capacity, the “Trustee”).
d) Promptly following receipt of an Interest Election Request, the Administrative Agent shall advise each Lender of the relevant Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the Borrower fails to...Superpriority Secured Debtor-in-Possession Credit Agreement • March 18th, 2019 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMarch 18th, 2019 Company Industry JurisdictionReference is hereby made to the Superpriority Secured Debtor-In-Possession Credit Agreement dated as of March 13, 2019 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Windstream Services, LLC, a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, Windstream Holdings, Inc., a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, each Guarantor from time to time party thereto, each Guarantor on the Closing Date, a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, each lender from time to time party thereto, Citibank, N.A., as Administrative Agent and Collateral Agent and the other agents party thereto.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 7th, 2015 Company Industry JurisdictionFirst Supplemental Indenture (this “Supplemental Indenture”), dated as of March 2, 2015, among Windstream Services, LLC (as successor to Windstream Corporation), a Delaware limited liability company (the “Company”), Windstream Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the subsidiaries of the Company listed on Schedule I hereto (the “Guarantors”), and U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee under the Indenture referred to below (the “Trustee”).
WHEREAS, litigation of the claims, counterclaims, and third party claims in the Adversary Proceeding to judgment will result in significant expenditures and allocation of resources by both Windstream and Uniti; WHEREAS, the Parties have engaged in...Settlement Agreement • June 9th, 2020 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledJune 9th, 2020 Company Industry Jurisdiction
FOURTH SUPPLEMENTAL INDENTURESupplemental Indenture • November 13th, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 13th, 2017 Company Industry JurisdictionThis FOURTH SUPPLEMENTAL INDENTURE, dated as of November 6, 2017 (this “Supplemental Indenture”), among Windstream Services, LLC, a Delaware limited liability company (as successor to Windstream Corporation) (the “Company”), Windstream Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the other subsidiaries of the Company party hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association organized under the laws of the United States, solely in its capacity as trustee under the Indenture referred to below (the “Trustee”).
HOLDINGS AGREEMENTHoldings Agreement • April 27th, 2015 • Windstream Services, LLC • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 27th, 2015 Company Industry JurisdictionThis HOLDINGS AGREEMENT (this “Agreement”) dated as of April 24, 2015, is entered into by and among WINDSTREAM HOLDINGS, INC., a Delaware corporation (“Tenant”), WINDSTREAM SERVICES, LLC (“Borrower”) and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent (“Administrative Agent”) on behalf of the Lenders (as hereinafter defined).
INDEMNITY AGREEMENTIndemnification Agreement • February 14th, 2014 • Windstream Corp • Telephone communications (no radiotelephone) • Delaware
Contract Type FiledFebruary 14th, 2014 Company Industry JurisdictionTHIS AGREEMENT (this “Agreement”) effective as of February 12, 2014, by and between Windstream Holdings, Inc., a Delaware corporation (“Holdings”) and Windstream Corporation, a Delaware corporation (“WIN Corp”; Holdings and WIN Corp are referred to individually as a “Corporation” and collectively as the “Corporations”), and the undersigned director or officer of one or both of the Corporations (the “Indemnified Party”).
AMENDMENT AND CONSENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • August 16th, 2019 • Windstream Services, LLC • Telephone communications (no radiotelephone)
Contract Type FiledAugust 16th, 2019 Company IndustryThis AMENDMENT AND CONSENT NO. 1 TO CREDIT AGREEMENT (this “Consent”) is entered into as of August 14, 2019, by and among Windstream Services, LLC, a Delaware limited liability company and a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code (the “Borrower”), Windstream Holdings, Inc., a Delaware corporation and a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code (“Holdco”) as a Guarantor, the other Guarantors party hereto, each as a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code (together with Holdco, the “Guarantors”), the Lenders party hereto constituting at least the Required Lenders (the “Consenting Lenders”), and Citibank, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent” and together with the Administrative Agent, the “Agent”).
CHANGE‑IN‑CONTROL AND SEVERANCE AGREEMENTChange-in-Control and Severance Agreement • September 1st, 2017 • Windstream Services, LLC • Telephone communications (no radiotelephone)
Contract Type FiledSeptember 1st, 2017 Company IndustryThis Change‑in‑Control and Severance Agreement (this “Agreement”), dated as of September 1, 2017 (the “Effective Date”), is made by and between Windstream Services, LLC, a Delaware Company (the “Company,” as defined below), and NAME (as hereinafter defined, “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 25th, 2016 • Windstream Services, LLC • Telephone communications (no radiotelephone)
Contract Type FiledFebruary 25th, 2016 Company IndustryThis Amendment (this “Amendment”), dated as of February 9, 2016 (the “Effective Date”), is made by and between Windstream Holdings, Inc., a Delaware corporation (“Windstream”) and Anthony W. Thomas (“Executive”).
WINDSTREAM SERVICES, LLC GRANT AGREEMENTGrant Agreement • February 28th, 2018 • Windstream Services, LLC • Telephone communications (no radiotelephone) • Arkansas
Contract Type FiledFebruary 28th, 2018 Company Industry JurisdictionTHIS GRANT AGREEMENT, as of the Grant Date noted above between Windstream Services, LLC, a Delaware limited liability company (the “Company”) and wholly owned subsidiary of Windstream Holdings, Inc., a Delaware corporation (“Holdings”), and the employee named above (the “Employee”), is entered into as follows: