LSC Communications, Inc. Sample Contracts

INDENTURE Dated as of September 30, 2016 Among LSC COMMUNICATIONS, INC., as the Company, the Subsidiary Guarantors from time to time party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and as Collateral Agent 8.750% SENIOR SECURED...
Indenture • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • New York

INDENTURE, dated as of September 30, 2016, among LSC Communications, Inc., a Delaware corporation, the Subsidiary Guarantors (as defined herein) from time to time party hereto and Wells Fargo Bank, National Association, a national banking association, as Trustee and as Collateral Agent.

Sample 1Sample 2Sample 3See All (141)
AutoNDA by SimpleDocs
LSC Communications, Inc. [ ] Shares Common Stock ($0.01 par value) UNDERWRITING AGREEMENT
Underwriting Agreement • March 16th, 2017 • LSC Communications, Inc. • Commercial printing • New York

Introductory. R.R. Donnelley & Sons Company, a corporation organized under the laws of the State of Delaware (the “Selling Stockholder”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC (collectively, the “Representatives”) are acting as representatives, [ ] shares of common stock, par value $0.01 per share, of LSC Communications, Inc. (the “Common Stock”), a corporation organized under the laws of the State of Delaware (the “Company”) (said shares, the “Underwritten Securities”). The Company proposes to grant to the Underwriters an option to purchase up to [ ] additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The use of the neuter in this Underwriting Agreement (the “Agreem

Sample 1Sample 2Sample 3See All (74)
STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of February 27, 2020 between
Stockholder Protection Rights Agreement • March 2nd, 2020 • LSC Communications, Inc. • Commercial printing • Delaware

STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of February 27, 2020, between LSC Communications, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).

Sample 1Sample 2Sample 3See All (35)
AMENDMENT NO. 3 TO CREDIT AGREEMENT
Credit Agreement • August 5th, 2019 • LSC Communications, Inc. • Commercial printing • New York

CREDIT AGREEMENT, dated as of September 30, 2016 (as amended by Amendment No. 1, dated as of November 17, 2017, as amended by Amendment No. 2, dated as of December 20, 2018 and as further amended, restated, extended, supplemented or otherwise modified from time to time, this “Agreement”), among LSC COMMUNICATIONS, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto from time to time, BANK OF AMERICA, N.A., as administrative agent for the Lenders and as collateral agent for the Secured Parties (as defined herein) (in such capacities, the “Administrative Agent”), as Swing Line Lender and as an Issuing Bank and the other Issuing Banks party hereto from time to time.

Sample 1Sample 2Sample 3See All (24)
AGREEMENT AND PLAN OF MERGER by and among: QUAD/GRAPHICS, INC., QLC MERGER SUB, INC., and LSC COMMUNICATIONS, INC. Dated as of October 30, 2018
Merger Agreement • October 31st, 2018 • LSC Communications, Inc. • Commercial printing • Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 30, 2018, by and among: QUAD/GRAPHICS, INC., a Wisconsin corporation (“Parent”); QLC MERGER SUB, INC., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”); and LSC COMMUNICATIONS, INC., a Delaware corporation (the “Company”). Capitalized terms used in this Agreement are defined in Exhibit A.

Sample 1Sample 2Sample 3See All (6)
LSC COMMUNICATIONS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 10th, 2016 • LSC Communications, Inc. • Commercial printing • Delaware

THIS AGREEMENT (this “Agreement”) is entered into, effective as of _________________, 2016, between LSC Communications, Inc., a Delaware corporation (the “Company”) and _____________________ (“Indemnitee”).

Sample 1Sample 2Sample 3See All (6)
FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and among R. R. DONNELLEY & SONS COMPANY, LSC COMMUNICATIONS, INC. and DONNELLEY FINANCIAL SOLUTIONS, INC. Dated as of [●], 2016
Separation and Distribution Agreement • September 2nd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [●], 2016, is entered into by and among R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), LSC Communications, Inc., a Delaware corporation (“LSC”), and Donnelley Financial Solutions, Inc., a Delaware corporation (“Donnelley Financial”). Each of RRD, LSC and Donnelley Financial is referred to herein as a “Party” and collectively, as the “Parties”.

Sample 1Sample 2Sample 3See All (5)
TRANSITION SERVICES AGREEMENT by and between DONNELLEY FINANCIAL SOLUTIONS, INC. and LSC COMMUNICATIONS, INC. Dated as of September 14, 2016
Transition Services Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 14, 2016, is entered into by and between Donnelley Financial Solutions, Inc., a Delaware corporation (“Donnelley Financial”) and LSC Communications, Inc., a Delaware corporation (“LSC”). Each of Donnelley Financial and LSC is referred to herein as a “Party” and together, as the “Parties”.

Sample 1Sample 2Sample 3See All (5)
PATENT ASSIGNMENT AND LICENSE AGREEMENT September 27, 2016
Patent Assignment and License Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This PATENT ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of September 30, 2016 (the “Effective Date”), by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications US, LLC, a limited liability company (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and collectively as the “Parties.”

Sample 1Sample 2Sample 3See All (5)
TRADEMARK ASSIGNMENT AND LICENSE AGREEMENT September 27, 2016
Trademark Assignment and License Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRADEMARK ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of September 30, 2016 (the “Effective Date”), by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications US, LLC, a limited liability company (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and collectively as the “Parties.”

Sample 1Sample 2Sample 3See All (4)
ASSIGNMENT OF EMPLOYMENT AGREEMENT
Assignment of Employment Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Delaware

Assignment of Employment Agreement (“Assignment Agreement”), dated as of September 29, 2016, by and between R.R. Donnelley & Sons Company (“RRD”), a Delaware corporation, and LSC Communications, Inc., a Delaware corporation (“LSC”).

Sample 1Sample 2Sample 3See All (4)
Contract
Stock Option Agreement • February 23rd, 2017 • LSC Communications, Inc. • Commercial printing • Delaware
Sample 1Sample 2Sample 3See All (4)
SOFTWARE, COPYRIGHT AND TRADE SECRET ASSIGNMENT AND LICENSE AGREEMENT September 27, 2016
Software, Copyright and Trade Secret Assignment and License Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This SOFTWARE, COPYRIGHT AND TRADE SECRET ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of September 30, 2016 (the “Effective Date”), by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications US, LLC, a limited liability company (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and collectively as the “Parties.”

Sample 1Sample 2Sample 3
DATA ASSIGNMENT AND LICENSE AGREEMENT September 27, 2016
Data Assignment and License Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This DATA ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of September 30, 2016 (the “Effective Date”), by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications US, LLC, a limited liability company (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and collectively as the “Parties.”

Sample 1Sample 2Sample 3
TRANSITION SERVICES AGREEMENT by and between R. R. DONNELLEY & SONS COMPANY and LSC COMMUNICATIONS, INC. Dated as of September 14, 2016
Transition Services Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 14, 2016, is entered into by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications, Inc., a Delaware corporation (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and together, as the “Parties”.

Sample 1Sample 2
ASSIGNMENT OF EMPLOYMENT AGREEMENT
Assignment of Employment Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Delaware

Assignment of Employment Agreement (“Assignment Agreement”), dated as of September 29, 2016, by and between R.R. Donnelley & Sons Company (“RRD”), a Delaware corporation, and LSC Communications, Inc., a Delaware corporation (“LSC”).

Sample 1Sample 2
VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • October 31st, 2018 • LSC Communications, Inc. • Commercial printing • Wisconsin

VOTING AND SUPPORT AGREEMENT, dated as of October 30, 2018 (this “Agreement”) by and among LSC Communications, Inc., a Delaware corporation (the “Company”), and the trustees (the “Trustees”) under the Amended and Restated Voting Trust Agreement, dated as of June 25, 2010 (the “Voting Trust Agreement”), pursuant to which certain shares of capital stock of Quad/Graphics, Inc., a Wisconsin corporation (“Parent”), are held by the Quad/Graphics, Inc. Voting Trust (the “Voting Trust”).

Sample 1Sample 2
TAX DISAFFILIATION AGREEMENT BETWEEN R. R. Donnelley & Sons Company AND LSC Communications, Inc. dated as of September 14, 2016
Tax Disaffiliation Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

THIS TAX DISAFFILIATION AGREEMENT (the “Agreement”) is dated as of September 14, 2016, by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications, Inc., a Delaware corporation and a direct wholly-owned subsidiary of RRD (“LSC” and, together with RRD, the “Parties”, and each, a “Party”). Unless otherwise indicated, all “Section” references in this Agreement are to sections of the Agreement.

Sample 1Sample 2
TRANSITION SERVICES AGREEMENT by and between DONNELLEY FINANCIAL SOLUTIONS, INC. and LSC COMMUNICATIONS, INC. Dated as of [●], 2016
Transition Services Agreement • August 8th, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [●], 2016, is entered into by and between Donnelley Financial Solutions, Inc., a Delaware corporation (“Donnelley Financial”) and LSC Communications, Inc., a Delaware corporation (“LSC”). Each of Donnelley Financial and LSC is referred to herein as a “Party” and together, as the “Parties”.

Sample 1Sample 2
ASSIGNMENT OF EMPLOYMENT AGREEMENT
Assignment of Employment Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

Assignment of Employment Agreement (“Assignment Agreement”), dated as of September 29, 2016, by and between R.R. Donnelley & Sons Company (“RRD”), a Delaware corporation, and LSC Communications, Inc., a Delaware corporation (“LSC”).

Sample 1Sample 2
Stockholder and Registration Rights Agreement by and between R. R. Donnelley & Sons Company and LSC Communications, Inc. Dated as of September [●], 2016
Stockholder and Registration Rights Agreement • August 8th, 2016 • LSC Communications, Inc. • Commercial printing • Delaware

This Stockholder and Registration Rights Agreement (this “Agreement”) is made as of September [●], 2016, by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications, Inc., a Delaware corporation and wholly-owned subsidiary of RRD (“LSC”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1.01.

Sample 1Sample 2
TRADE SECRET LICENSE AGREEMENT
Trade Secret License Agreement • August 8th, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRADE SECRET LICENSE AGREEMENT (this “Agreement”), effective as of the LSC Distribution Date (as defined herein), by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications US, LLC, a limited liability company (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and collectively as the “Parties.”

Sample 1Sample 2
AutoNDA by SimpleDocs
LSC COMMUNICATIONS, INC. LTIP TIME-VESTED AWARD AGREEMENT (2016 PIP)
Ltip Time-Vested Award Agreement • February 18th, 2020 • LSC Communications, Inc. • Commercial printing • Delaware

This LTIP Time-Vested Award Agreement (this “Agreement”) is entered into as of XXXXXX, 20XX (the “Grant Date”) by LSC Communications, Inc., a Delaware corporation (the “Company”) and XXXXXX (“Grantee”).

Sample 1
TRANSITION SERVICES AGREEMENT by and between R. R. DONNELLEY & SONS COMPANY and LSC COMMUNICATIONS, INC. Dated as of [●], 2016
Transition Services Agreement • August 8th, 2016 • LSC Communications, Inc. • Commercial printing • Illinois

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [●], 2016, is entered into by and between R. R. Donnelley & Sons Company, a Delaware corporation (“RRD”), and LSC Communications, Inc., a Delaware corporation (“LSC”). Each of RRD and LSC is referred to herein as a “Party” and together, as the “Parties”.

Sample 1
Contract
Instrument of Resignation, Appointment and Acceptance • June 19th, 2020 • LSC Communications, Inc. • Commercial printing • New York

THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated as of June 16, 2020 (“Effective Date”), is by and among LSC Communications, Inc., a Delaware corporation having its principal office at 191 N. Wacker Drive, Chicago, Illinois 60606 (the “Company”), the Subsidiary Guarantors party hereto, Wilmington Trust, National Association, a national banking association, having offices at 50 South Sixth Street, Suite 1290, Minneapolis, MN 55402 (the “Successor Trustee”), and Wells Fargo Bank, National Association, a national banking association duly organized and existing under the laws of the United States of America having a corporate trust office at 150 East 42nd Street, 40th Floor, New York, NY 10017 (the “Resigning Trustee”). Capitalized terms used but not otherwise defined herein shall have the same meaning ascribed to such terms in the Indenture (as defined below).

Sample 1
Quad/Graphics, Inc. N61 W23044 Harry’s Way Sussex, Wisconsin 53089-3995
Merger Agreement • July 23rd, 2019 • LSC Communications, Inc. • Commercial printing
Sample 1
ASSIGNMENT OF EMPLOYMENT AGREEMENT
Assignment of Employment Agreement • October 3rd, 2016 • LSC Communications, Inc. • Commercial printing • Delaware

Assignment of Employment Agreement (“Assignment Agreement”), dated as of September 30, 2016, by and between R.R. Donnelley & Sons Company (“RRD”), a Delaware corporation, and LSC Communications, Inc., a Delaware corporation (“LSC”).

Sample 1
AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • October 31st, 2017 • LSC Communications, Inc. • Commercial printing

Amendment dated as of October 25, 2017 (the “Amendment”) to the Employment Agreement by and between LSC Communications, Inc., a Delaware corporation (together with its affiliates, the “Company”), with its principal offices at 191 N. Wacker Drive, Suite 1400, Chicago, IL 60606, and Thomas J. Quinlan III (“Executive”).

Sample 1
LSC Communications US, LLC. Participation Agreement
Participation Agreement • November 2nd, 2017 • LSC Communications, Inc. • Commercial printing

LSC Communications, Inc. (the “Company”) is pleased to inform you that you have been selected as a participant in the Company’s LSC Communications US, LLC Key Employee Severance Plan (the “Severance Plan”), which is operated as a sub-plan under the LSC Separation Pay Plan. Capitalized terms that are used in this Participation Agreement, but that are not defined herein shall have the meanings set forth in the Severance Plan.

Sample 1
AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • May 3rd, 2018 • LSC Communications, Inc. • Commercial printing

AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment No. 1”), dated as of November 17, 2017, by and among LSC Communications, Inc. (the “Borrower”), the other Loan Parties, the 2017 Refinancing Term Lenders (as defined below) party hereto and Bank of America, N.A. (“BofA”), as administrative agent and collateral agent (in such capacities, including any permitted successor thereto, the “Administrative Agent”).

Sample 1
Contract
Employment Agreement • February 23rd, 2017 • LSC Communications, Inc. • Commercial printing • Delaware
Sample 1
AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • February 19th, 2019 • LSC Communications, Inc. • Commercial printing

AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment No. 2”), dated as of December 20, 2018, by and among LSC Communications, Inc. (the “Borrower”), the other Loan Parties, the Lenders party hereto and Bank of America, N.A. (“BofA”), as administrative agent and collateral agent (in such capacities, including any permitted successor thereto, the “Administrative Agent”).

Sample 1
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 2nd, 2017 • LSC Communications, Inc. • Commercial printing • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 28, 2017 by and among LSC Communications, Inc., a Delaware corporation (“LSC Parent”), Victor G. Warren, as Trustee for the Victor G. Warren Revocable Trust Dated July 14, 1993 (the “Seller”) and each of the individuals listed on the signature pages hereto (each, a “Minority Seller” and, together with Seller, the “Holders”).

Sample 1
LSC COMMUNICATIONS, INC. LTIP PERFORMANCE-VESTED AWARD AGREEMENT (2016 PIP)
Ltip Performance-Vested Award Agreement • February 18th, 2020 • LSC Communications, Inc. • Commercial printing • Delaware

This LTIP Performance-Vested Award Agreement (this “Agreement”) is entered into as of XXXXXX, 20XX by LSC Communications, Inc., a Delaware corporation (the “Company”) and XXXXXX (“Grantee”).

Sample 1
SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION CREDIT AGREEMENT Dated as of April 15, 2020, among LSC COMMUNICATIONS, INC., as Borrower, THE LENDERS PARTY HERETO, and BANK OF AMERICA, N.A., as Administrative Agent and Issuing Bank _________________ BANK...
Superpriority Secured Debtor-in-Possession Credit Agreement • April 17th, 2020 • LSC Communications, Inc. • Commercial printing
Sample 1
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!