BY AND AMONGMerger Agreement • April 16th, 2002 • Autodesk Inc • Services-prepackaged software • Delaware
AMENDMENT NO. 1 TO RIGHTS AGREEMENT ----------------------------------- THIS AMENDMENT NO. 1 (this "Amendment"), dated as of January 14, 1998, to the Rights Agreement, dated as of December 14, 1995 (the "Rights Agreement"), between Autodesk, Inc., a...Rights Agreement • February 4th, 1999 • Autodesk Inc • Services-prepackaged software • Delaware
a) A registration statement on Form S-3 (File No. 333-....) (the "Initial Registration Statement") and Amendment No. 1 in respect of the Shares have been filed with the Securities and Exchange Commission (the "Commission"); the Initial Registration...Underwriting Agreement • March 5th, 1999 • Autodesk Inc • Services-prepackaged software • New York
EXHIBIT 10.9 REDSPARK, INC. RESTRICTED STOCK PURCHASE AGREEMENT This RESTRICTED STOCK PURCHASE AGREEMENT (this "Agreement") is made between _________________("Purchaser") and RedSpark, Inc., a Delaware corporation (the "Company"), as of...Restricted Stock Purchase Agreement • April 27th, 2001 • Autodesk Inc • Services-prepackaged software • California
TABLE OF CONTENTS (continued) Page ---- 10.13 Disclosure Schedules and Autodesk's Disclosure Schedules Updates and the Effect Thereof/Exceptions......................................... 55 10.14 Successors and...Asset Purchase Agreement • May 18th, 1998 • Autodesk Inc • Services-prepackaged software • California
ANDPreferred Shares Rights Agreement • January 5th, 1996 • Autodesk Inc • Services-prepackaged software • Delaware
AUTODESK, INC. 2.400% NOTES DUE 2031 UNDERWRITING AGREEMENTUnderwriting Agreement • October 6th, 2021 • Autodesk, Inc. • Services-prepackaged software • New York
AUTODESK, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2005 • Autodesk Inc • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , by and between Autodesk, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among AUTODESK, INC. SWITCH ACQUISITION CORPORATION and MOLDFLOW CORPORATION Dated as of May 1, 2008Merger Agreement • May 2nd, 2008 • Autodesk Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 1, 2008 by and among Autodesk, Inc., a Delaware corporation (“Parent”), Switch Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Moldflow Corporation, a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in Article X.
U.S. $1,500,000,000 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 30, 2021 Among AUTODESK, INC. as Borrower and THE LENDERS PARTY HERETO as Lenders and CITIBANK, N.A. as Administrative Agent and BNP BARIBAS as Sustainability Structuring...Credit Agreement • October 4th, 2021 • Autodesk, Inc. • Services-prepackaged software • New York
PRELIMINARY STATEMENT. The Borrower, the lenders parties thereto and Citibank, as administrative agent, are parties to an Amended and Restated Credit Agreement dated as of December 17, 2018 (as amended or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). Subject to the satisfaction of the conditions set forth in Section 3.01, the Borrower, the parties hereto and Citibank, as Agent, desire to further amend and restate the Existing Credit Agreement as herein set forth.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 17, 2018 Among AUTODESK, INC. as Borrower and THE LENDERS PARTY HERETO as Lenders and CITIBANK, N.A. as Administrative AgentCredit Agreement • December 20th, 2018 • Autodesk Inc • Services-prepackaged software • New York
PRELIMINARY STATEMENT. The Borrower, the lenders parties thereto and Citibank, as administrative agent, are parties to an Amended and Restated Credit Agreement dated as of May 29, 2015 (as amended or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”). Subject to the satisfaction of the conditions set forth in Section 3.01, the Borrower, the parties hereto and Citibank, as Agent, desire to further amend and restate the Existing Credit Agreement as herein set forth.
AGREEMENT AND PLAN OF MERGER BY AND AMONG AUTODESK, INC. ALIAS SYSTEMS HOLDINGS INC. MAYTAG ACQUISITION CORPORATION ACCEL-KKR COMPANY, LLC ONTARIO TEACHERS’ PENSION PLAN BOARD AND WITH RESPECT TO ARTICLES VIII, IX AND X ONLY ACCEL-KKR COMPANY, LLC AS...Merger Agreement • December 7th, 2005 • Autodesk Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of October 4, 2005 by and among Autodesk, Inc., a Delaware corporation (“Parent”), Maytag Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Sub”), Alias Systems Holdings Inc., a Delaware corporation (the “Company”), Accel-KKR Company, LLC, a Delaware limited liability company (“Accel-KKR”) and Ontario Teachers’ Pension Plan Board, an Ontario corporation (which, along with Accel-KKR, is a “Principal Stockholder,” and collectively, the “Principal Stockholders”), with respect to Article VIII, Article IX and Article X hereof only, Accel-KKR Company, LLC as stockholder representative (the “Stockholder Representative”), and Computershare Trust Company, Inc. as Escrow Agent.
TERM LOAN AGREEMENT Dated as of December 17, 2018 Among AUTODESK, INC. as Borrower and THE LENDERS PARTY HERETO as Lenders and CITIBANK, N.A. as Administrative AgentTerm Loan Agreement • December 20th, 2018 • Autodesk Inc • Services-prepackaged software • New York
AUTODESK, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party hereto, and CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
AUTODESK, INC. ANDREW ANAGNOST EMPLOYMENT AGREEMENTEmployment Agreement • June 19th, 2017 • Autodesk Inc • Services-prepackaged software • California
This Employment Agreement (the “Agreement”) is entered into as of June 19, 2017, by and between Autodesk, Inc. (the “Company”) and Andrew Anagnost (“Executive”).
AUTODESK, INC. as Issuer and as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of December 13, 2012 $400,000,000 of 1.950% Senior Notes due 2017 and $350,000,000 of 3.600% Senior Notes due 2022First Supplemental Indenture • December 13th, 2012 • Autodesk Inc • Services-prepackaged software • New York
THIS FIRST SUPPLEMENTAL INDENTURE (the “First Supplemental Indenture”) is dated as of December 13, 2012 between AUTODESK, INC., a Delaware corporation (the “Company”) and U.S. Bank National Association, a national banking association (the “Trustee”).
U.S. $400,000,000 CREDIT AGREEMENT Dated as of May 26, 2011 Among AUTODESK, INC. as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CITIBANK, N.A. as AgentCredit Agreement • May 27th, 2011 • Autodesk Inc • Services-prepackaged software • New York
AUTODESK, INC., a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, and CITIBANK, N.A. (“Citibank”), as agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF ACQUISITION AND AMALGAMATION This Amendment No. 2 (the "Second Amendment") to the Second Amended and Restated Agreement and Plan of Acquisition and Amalgamation by and among...Second Amended and Restated Agreement and Plan of Acquisition and Amalgamation • January 20th, 1999 • Autodesk Inc • Services-prepackaged software
STOCK OPTION AGREEMENT1Stock Option Agreement • June 20th, 2007 • Autodesk Inc • Services-prepackaged software • California
Autodesk, Inc., a Delaware corporation (the “Company”), has granted to the optionee (the “Optionee”), named on the Notice of Grant of Stock Options (the “Notice of Grant”) which is attached hereto an option to purchase that number of shares of Common Stock (the “Shares”) set forth on the Notice of Grant at the price set forth on the Notice of Grant and in all respects subject to the terms, definitions and provisions of the Company’s stock option plan stated in the Notice of Grant (as applicable, the “Plan”), which is incorporated herein by reference. The terms defined in the Plan shall have the same defined meanings in this Option Agreement.
EXHIBIT 9.1 VOTING AND EXCHANGE TRUST AGREEMENT AGREEMENT made as of the 16th day of March, 1999 BETWEEN: AUTODESK, INC., a corporation subsisting under the laws of the State of Delaware, (hereinafter referred to as the "Parent") --and-- DISCREET...Voting and Exchange Trust Agreement • April 29th, 1999 • Autodesk Inc • Services-prepackaged software • Ontario
SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF ACQUISITION AND AMALGAMATION BY AND AMONG AUTODESK, INC., AUTODESK DEVELOPMENT B.V., 9066-9771 QUEBEC INC., AUTODESK CANADA INC., 9066-9854 QUEBEC INC. AND DISCREET LOGIC INC. DATED AS OF NOVEMBER 18, 1998Agreement and Plan of Acquisition and Amalgamation • November 19th, 1998 • Autodesk Inc • Services-prepackaged software • California
FOURTH AMENDMENT TO LEASELease • March 19th, 2010 • Autodesk Inc • Services-prepackaged software
THIS FOURTH AMENDMENT TO LEASE (this “Amendment”) is effective as of December 31, 2009 (the “Reference Date”), by and between JHS HOLDINGS, L.P., a California limited partnership (“Landlord”), and AUTODESK, INC., a Delaware corporation (“Tenant”).
AND WHEREAS the parties hereto desire to make appropriate provision and to establish a procedure whereby the Parent and Dutchco will take certain actions and make certain payments and deliveries necessary to ensure that the Corporation will be able to...Support Agreement • April 29th, 1999 • Autodesk Inc • Services-prepackaged software • Quebec
AUTODESK, INC. PROMISE TO MAKE CASH PAYMENT AND OPTION AMENDMENT (CANADIAN PARTICIPANTS)Promise to Make Cash Payment and Option Amendment • June 4th, 2007 • Autodesk Inc • Services-prepackaged software
Autodesk, Inc. (the “Company”) and [OPTIONEE NAME] (the “Optionee”) are parties to the stock option agreements listed on Exhibit A (“Agreements”) granting Optionee options (the “Options”) to purchase shares of the Company’s common stock subject to the terms of the Company’s [INSERT NAME OF STOCK PLAN].
AUTODESK, INC. AMENDMENT TO STOCK OPTION AGREEMENT(S)Stock Option Agreement • March 20th, 2009 • Autodesk Inc • Services-prepackaged software
WHEREAS, the Company previously granted Optionee one or more options to purchase common stock of the Company (each an “Option,” and collectively the “Options”) under the Company’s 1996 Stock Plan (the “1996 Plan”), the 2006 Employee Stock Plan (the “2006 Plan”), and/or the 2008 Employee Stock Plan (the “2008 Plan,” and collectively with the 1996 Plan and the 2006 Plan, the “Plans”);
AGREEMENT AND PLAN OF MERGER among: AUTODESK, INC., a Delaware corporation; ARAUJO ACQUISITION CORP., a Delaware corporation; PLANGRID, INC., a Delaware corporation; and SHAREHOLDER REPRESENTATIVE SERVICES LLC, as the Securityholders’ Agent Dated as...Merger Agreement • November 20th, 2018 • Autodesk Inc • Services-prepackaged software • California
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 20, 2018, by and among: AUTODESK, INC., a Delaware corporation (“Parent”); ARAUJO ACQUISITION CORP., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”); PLANGRID, INC., a Delaware corporation (together with each corporation or other Entity that has been merged into or that otherwise is a predecessor thereto, the “Company”); and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Securityholders’ Agent (as defined in Section 11.1). Certain capitalized terms used in this Agreement are defined in Exhibit A.
AUTODESK, INC. EMPLOYEE QUALIFIED STOCK PURCHASE PLAN SUBSCRIPTION AGREEMENTEmployee Qualified Stock Purchase Plan Subscription Agreement • March 31st, 2005 • Autodesk Inc • Services-prepackaged software
AUTODESK, INC. as Issuer and as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of June 8, 2017. $500,000,000 of 3.500% Notes due 2027Third Supplemental Indenture • June 8th, 2017 • Autodesk Inc • Services-prepackaged software • New York
THIS THIRD SUPPLEMENTAL INDENTURE (the “Third Supplemental Indenture”) is dated as of June 8, 2017 between AUTODESK, INC., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association (the “Trustee”).
Date] [Insert Name] [Insert Address] Re: Qualified Retirement Agreement Dear ________,Qualified Retirement Agreement • September 1st, 2021 • Autodesk, Inc. • Services-prepackaged software
This Qualified Retirement Agreement (“Agreement”) confirms your agreement with Autodesk, Inc. (“Autodesk” or the “Company”) about your continued employment and Qualified Retirement with the Company. It is intended that this Agreement be subject to the Autodesk Amended and Restated Severance Plan and Summary Plan Description (the “Severance Plan”), which by reference is incorporated as a part of this agreement. In consideration of the mutual promises and agreements described herein you and the Company agree as follows.
AUTODESK, INC. STOCK OPTION AGREEMENTStock Option Agreement • March 31st, 2005 • Autodesk Inc • Services-prepackaged software • California
Autodesk, Inc., a Delaware corporation (the “Company”), has granted to the optionee (the “Optionee”), named on the Notice of Grant of Stock Options (the “Notice of Grant”) which is attached hereto an option to purchase that number of shares of Common Stock (the “Shares”) set forth on the Notice of Grant at the price set forth on the Notice of Grant and in all respects subject to the terms, definitions and provisions of the Company’s stock option plan stated in the Notice of Grant (as applicable, the “Plan”), which is incorporated herein by reference. The terms defined in the Plan shall have the same defined meanings in this Option Agreement.
Re: Separation AgreementSeparation Agreement • June 19th, 2017 • Autodesk Inc • Services-prepackaged software
This Separation Agreement (“Agreement”) is to confirm your agreement with Autodesk, Inc. (“Autodesk” or the “Company”) about your separation from the Company. In consideration of the mutual promises and agreements described herein you and the Company agree as follows.
Confidentiality and Non-Disclosure AgreementConfidentiality and Non-Disclosure Agreement • May 15th, 2008 • Autodesk Inc • Services-prepackaged software • California
This confidentiality and non-disclosure agreement, (“Agreement”) is entered into by and between Autodesk, Inc., located at 111 Mclnnis Parkway, San Rafael, California 94903 (“Autodesk”) and Moldflow Corporation, located at 492 Old Connecticut Path, Suite 401, Framingham, MA 01701, United States (“Company”). Each party has disclosed or anticipates disclosing to the other party certain Confidential Information (as defined below) in connection with the following business purpose: to share and evaluate information regarding each party’s business and technology for the purpose of exploring a potential business relationship between the parties (collectively, the “Business Purpose”). In consideration of the mutual promises and covenants contained in this agreement and the disclosure of confidential information in connection with the business purpose, both parties agree as follows:
AUTODESK, INC. PROMISE TO MAKE CASH PAYMENT AND OPTION AMENDMENTOption Amendment • July 27th, 2007 • Autodesk Inc • Services-prepackaged software
Autodesk, Inc. (the “Company”) and are parties to the stock option agreements listed on Exhibit A (individually an “Agreement” and collectively the “Agreements”) granting Optionee options (the “Options”) to purchase shares of the Company’s common stock subject to the terms of the Company’s 1996 Stock Plan.
AUTODESK, INC. as Issuer and as Trustee FIFTH SUPPLEMENTAL INDENTURE Dated as of October 7, 2021. $1,000,000,000 of 2.400% Notes due 2031Fifth Supplemental Indenture • October 7th, 2021 • Autodesk, Inc. • Services-prepackaged software • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (the “Fifth Supplemental Indenture”) is dated as of October 7, 2021 between AUTODESK, INC., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association (the “Trustee”).
March 28, 2008Letter Agreement • May 15th, 2008 • Autodesk Inc • Services-prepackaged software • California
This letter agreement sets forth the terms upon which Autodesk, Inc., (“Acquiror”), agrees to enter into discussions regarding a potential business combination with Moldflow Corporation (“Company”) (the “Transaction’”), and certain related matters.
EXHIBIT A FORM OF TENDER AND VOTING AGREEMENTTender and Voting Agreement • May 2nd, 2008 • Autodesk Inc • Services-prepackaged software • Delaware
THIS TENDER AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of May 1, 2008 by and between AUTODESK, INC., a Delaware corporation (“Parent”), SWITCH ACQUISITION CORPORATION, a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”) and the undersigned stockholder (“Stockholder”) of MOLDFLOW CORPORATION, a Delaware corporation (the “Company”).
