EXHIBIT 10.23Credit Agreement • January 29th, 2002 • Eaton Vance Corp • Investment advice • New York
December 15, 1995 TO THE LIMITED PARTNERS OF VENTURESTRIDENT: In accordance with the VenturesTrident, L.P. Limited Partnership Agreement, dated February 28, 1985, as amended, the General Partners plan to terminate the Partnership effective December...Limited Partnership Agreement • January 24th, 1996 • Eaton Vance Corp • Investment advice
EXHIBIT 9.1 VOTING TRUST AGREEMENT THIS VOTING TRUST AGREEMENT is made as of the opening of business on December 31, 1996, by and between (1) Landon T. Clay, M. Dozier Gardner, James B. Hawkes, Benjamin A. Rowland, Jr. and Thomas E. Faust, Jr. (the...Voting Trust Agreement • January 14th, 1997 • Eaton Vance Corp • Investment advice
Eaton Vance Corp. Underwriting AgreementUnderwriting Agreement • April 5th, 2017 • Eaton Vance Corp • Investment advice • New York
Eaton Vance Corp., a corporation organized under the laws of Maryland (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its securities identified in Schedule II hereto (the “Securities”), to be issued under an indenture, dated as of October 2, 2007 (the “Base Indenture”), between the Company and Wilmington Trust, National Association, as trustee (the “Trustee”), as supplemented by the Third Supplemental Indenture, to be dated as of the Closing Date (as defined herein), between the Company and the Trustee (together with the Base Indenture, the “Indenture”). To the extent there are no additional Underwriters listed on Schedule II 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 re
TRUSTEEIndenture • November 9th, 2001 • Eaton Vance Corp • Investment advice • New York
Eaton Vance Corp. Underwriting AgreementUnderwriting Agreement • October 2nd, 2007 • Eaton Vance Corp • Investment advice • New York
Eaton Vance Corp., a corporation organized under the laws of Maryland (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 October 2, 2007, between the Company and Wilmington Trust Company, 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 Item
AGREEMENT AND PLAN OF MERGER dated as of October 7, 2020 by and among MORGAN STANLEY, MIRROR MERGER SUB 1, INC., MIRROR MERGER SUB 2, LLC and EATON VANCE CORP.Merger Agreement • October 8th, 2020 • Eaton Vance Corp • Investment advice • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 7, 2020, is entered into by and among Morgan Stanley, a Delaware corporation (“Parent”), Mirror Merger Sub 1, Inc., a Maryland corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub 1”), Mirror Merger Sub 2, LLC, a Maryland limited liability company and a direct, wholly owned Subsidiary of Parent (“Merger Sub 2” and, together with Merger Sub 1, the “Merger Subs”), and Eaton Vance Corp., a Maryland corporation (the “Company”).
EXHIBIT 9.1Voting Trust Agreement • January 28th, 1998 • Eaton Vance Corp • Investment advice • Maryland
October 8, 2020 – FOR IMMEDIATE RELEASE Morgan Stanley to Acquire Eaton VanceAcquisition Agreement • October 8th, 2020 • Eaton Vance Corp • Investment advice
NEW YORK/BOSTON – Morgan Stanley (NYSE: MS) and Eaton Vance Corp. (NYSE: EV) have entered into a definitive agreement under which Morgan Stanley will acquire Eaton Vance, a leading provider of advanced investment strategies and wealth management solutions with over $500 billion in assets under management (AUM), for an equity value of approximately $7 billion. The acquisition advances Morgan Stanley’s strategic transformation with three world-class businesses of scale: Institutional Securities, Wealth Management and Investment Management.
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • April 6th, 2017 • Eaton Vance Corp • Investment advice • New York
THIRD SUPPLEMENTAL INDENTURE, dated as of April 6, 2017 (this “Third Supplemental Indenture”), between EATON VANCE CORP., a Maryland corporation (the “Company”), and WILMINGTON TRUST COMPANY, as trustee (the “Trustee”).
CREDIT AGREEMENT dated as of December 11, 2018 among EATON VANCE CORP., as a Borrower EATON VANCE MANAGEMENT, as Guarantor, The Additional Borrowers from Time to Time Parties Hereto, The Lenders from Time to Time Parties Hereto, CITIBANK, N.A., as...Credit Agreement • December 14th, 2018 • Eaton Vance Corp • Investment advice • New York
CREDIT AGREEMENT dated as of December 11, 2018, among EATON VANCE CORP., EATON VANCE MANAGEMENT, the ADDITIONAL BORROWERS from time to time parties hereto, the LENDERS from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent.
CREDIT AGREEMENT dated as of June 4, 2012 among EATON VANCE CORP., as a Borrower EATON VANCE MANAGEMENT, as Guarantor, The Additional Borrowers from Time to Time Parties Hereto, The Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK,...Credit Agreement • June 8th, 2012 • Eaton Vance Corp • Investment advice • New York
EATON VANCE CORP. WRITTEN CONSENT OF VOTING TRUSTEES AND HOLDERS OF VOTING TRUST RECEIPTSVoting Trust Agreement • September 25th, 2007 • Eaton Vance Corp • Investment advice
The undersigned, being the Voting Trustees under, and the holders of Voting Trust Receipts representing all of the Voting Common Stock of Eaton Vance Corp. subject to, the Voting Trust Agreement dated as of October 30, 1997, relating to said Common Stock (the “Agreement”), do hereby consent and agree, pursuant to Sections 10 and 3 of the Agreement, to the following amendment to the first sentence of Section 7 of the Agreement:
EATON VANCE CORP. WRITTEN CONSENT OF VOTING TRUSTEES HOLDERS OF VOTING TRUST RECEIPTSVoting Trust Agreement • September 25th, 2007 • Eaton Vance Corp • Investment advice
The undersigned, being the Voting Trustees under, and the holders of Voting Trust Receipts representing all of the Voting Common Stock of Eaton Vance Corp. subject to, the Voting Trust Agreement dated as of October 30, 1997, as amended, relating to said Common Stock (the “Agreement”), do hereby consent and agree, pursuant to Sections 7 and 3(6) of the Agreement, to renew the Voting Trust for an additional term until October 31, 2010.
ContractIndenture • October 2nd, 2007 • Eaton Vance Corp • Investment advice • New York
THIS SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (A) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO THE INDENTURE, (B) THIS SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.15(B) OF THE INDENTURE, (C) THIS SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.13 OF THE INDENTURE AND (D) EXCEPT AS OTHERWISE PROVIDED IN SECTION 2.15(B) OF THE INDENTURE, THIS SECURITY MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY (X) BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY, (Y) BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR (Z) BY THE DEPOSITARY OR ANY NOMINEE TO A SUCCESSOR DEPOSITARY OR TO A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
SECOND AMENDMENT OF STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 21st, 2004 • Eaton Vance Corp • Investment advice
THIS SECOND AMENDMENT OF STOCK PURCHASE AGREEMENT (this “Amendment”) is entered into as of September 10, 2003 by and among Eaton Vance Acquisitions, a Massachusetts business trust (“Buyer”), PPA Acquisition, L.L.C., a Delaware limited liability company (“Seller”), PPA Acquisition Corp., a Delaware corporation doing business under the name “Parametric Portfolio Associates” (the “Company”), and each of Brian Langstraat and David M. Stein (the “Members”). Terms used in this Amendment without definition shall have the meanings given to them in the Stock Purchase Agreement, dated as of June 4, 2003, by and among the parties hereto, as amended by the First Amendment of Stock Purchase Agreement, dated as of July 30, 2003 (as amended, the “Stock Purchase Agreement”).
EATON VANCE CORP. WRITTEN CONSENT OF VOTING TRUSTEES AND HOLDERS OF VOTING TRUST RECEIPTVoting Trust Agreement • December 20th, 2013 • Eaton Vance Corp • Investment advice
The undersigned being the majority of Voting Trustees under, and the holders of Voting Trust Receipts representing all of the Voting Common Stock of Eaton Vance Corp. subject to, the Voting Trust Agreement dated as of October 30, 1997, as amended, and as such being the holders of and persons entitled to vote all of the outstanding voting Common Stock of Eaton Vance Corp., do hereby approve, the following:
Operating Agreement of Mirror Merger Sub 2, LLCOperating Agreement • March 1st, 2021 • Eaton Vance Corp • Investment advice • Maryland
This Operating Agreement (this “Agreement”) is entered into as of October 7, 2020, effective as of the Effective Date (as defined below) for the purpose of governing Mirror Merger Sub 2, LLC, a Maryland limited liability company (the “Company”), by Morgan Stanley, a Delaware corporation (the “Member”).
RESTRICTIVE COVENANT AGREEMENT OF BRIAN D. LANGSTRAAT September 10, 2003Restrictive Covenant Agreement • December 20th, 2019 • Eaton Vance Corp • Investment advice • New York
Simultaneously with the execution and delivery of this Agreement, Mr. Brian D. Langstraat (the "Restricted Party") is entering into an employment agreement with Parametric Portfolio Associates LLC (the "Company'') to become Chief Executive Officer of the Company. The Restricted Party is also the owner of certain membership interests in PPA Acquisition L.L.C., a Delaware limited liability company ("PPA Acquisition"). PPA Acquisition is party to a Stock Purchase Agreement, dated as of June 4, 2003, as amended (the "Stock Purchase Agreement"), by and among PPA Acquisition, certain of its members, PPA Acquisition Corp., the predecessor by conversion of the Company, and Eaton Vance Acquisitions, a Massachusetts business trust ("EVA"). Pursuant to the Stock Purchase Agreement, EVA purchased from PPA Acquisition 80% of the outstanding capital stock of the Company prior to such conversion.
STOCK PURCHASE AGREEMENT by and among PPA ACQUISITION CORP. PPA ACQUISITION, L.L.C. EATON VANCE ACQUISITIONS and THE OTHER PERSONS PARTY HERETO Dated as of June 4, 2003Stock Purchase Agreement • January 21st, 2004 • Eaton Vance Corp • Investment advice • New York
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • June 25th, 2013 • Eaton Vance Corp • Investment advice • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of June 25, 2013 (this “Second Supplemental Indenture”), between EATON VANCE CORP., a Maryland corporation (the “Company”), and WILMINGTON TRUST COMPANY, as Trustee (the “Trustee”).
EMPLOYMENT AGREEMENT WITH BRIAN D. LANGSTRAAT September 10, 2003Employment Agreement • December 20th, 2019 • Eaton Vance Corp • Investment advice • New York
The parties to this Employment Agreement (this "Agreement") are Parametric Portfolio Associates LLC, a Delaware limited liability company (the "Company"), and Brian D. Langstraat (the "Employee"). The Company desires to ensure itself of the services of the Employee and the Employee desires to accept such employment on the terms and conditions set forth in this Agreement.
The undersigned, being the Voting Trustees under, and the holders of Voting Trust Receipts representing all of the Voting Common Stock of Eaton Vance Corp. subject to, the Voting Trust Agreement dated as of October 30, 1997, relating to said Common...Voting Trust Agreement • December 22nd, 2010 • Eaton Vance Corp • Investment advice
Execution Copy REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of August 13, 2001 by and among Eaton Vance Management, a Massachusetts business trust (the "Company"), Eaton Vance Corp., a Maryland...Registration Rights Agreement • November 9th, 2001 • Eaton Vance Corp • Investment advice • New York
FIRST AMENDMENT OF STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 21st, 2004 • Eaton Vance Corp • Investment advice
THIS FIRST AMENDMENT OF STOCK PURCHASE AGREEMENT (this “Amendment”) is entered into as of July 30, 2003 by and among Eaton Vance Acquisitions, a Massachusetts business trust (“Buyer”), PPA Acquisition, L.L.C., a Delaware limited liability company (“Seller”), PPA Acquisition Corp., a Delaware corporation doing business under the name “Parametric Portfolio Associates” (the “Company”), and each of Brian Langstraat and David M. Stein (the “Members”). Terms used in this letter agreement without definition shall have the meanings given to them in the Stock Purchase Agreement.
EATON VANCE CORP. RESTRICTED STOCK UNIT NOTICE & AGREEMENT (AMENDED AND RESTATED 2013 OMNIBUS INCENTIVE PLAN)Restricted Stock Unit Agreement • November 3rd, 2020 • Eaton Vance Corp • Investment advice • New York
Eaton Vance Corp. (the “Company”), pursuant to its Amended and Restated 2013 Omnibus Incentive Plan (the “Plan”), hereby notifies the Participant identified below of an award of Restricted Stock Units as set forth below (the “Award”). This Award is subject to all of the terms and conditions as set forth in this Restricted Stock Unit Notice & Agreement (the “Agreement”) and the Plan, a copy of which is available to the Participant at www.schwab.com. Capitalized terms not otherwise defined in this Agreement are as set forth in the Plan.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • October 2nd, 2007 • Eaton Vance Corp • Investment advice • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of October 2, 2007 (this “First Supplemental Indenture”), between EATON VANCE CORP., a Maryland corporation (the “Company”), and WILMINGTON TRUST COMPANY, as Trustee (the “Trustee”).
SHARE PURCHASE AGREEMENT by and among HEXAVEST INC., ITS SHAREHOLDERS, and EATON VANCE MANAGEMENT CANADA LTD. Dated as of June 15, 2012Share Purchase Agreement • June 20th, 2012 • Eaton Vance Corp • Investment advice
Mirror Merger Sub 2, LLC, Morgan Stanley, as Guarantor, Eaton Vance Corp. and Wilmington Trust Company Fourth Supplemental Indenture Dated as of March 1, 2021 to Indenture dated as of October 2, 2007 between Eaton Vance Corp. and Wilmington Trust CompanyFourth Supplemental Indenture • March 1st, 2021 • Eaton Vance Corp • Investment advice • New York
