Automatic Data Processing Inc Sample Contracts

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ARTICLE I.
Voting Agreement • June 25th, 2001 • Automatic Data Processing Inc • Services-computer processing & data preparation • Colorado
1 EXHIBIT 10.2 LEASE
Lease • December 1st, 1995 • Automatic Data Processing Inc • Services-computer processing & data preparation • Michigan
EXHIBIT 2 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 14th, 1997 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York
FORM --
Stock Option Agreement • April 15th, 1998 • Automatic Data Processing Inc • Services-computer processing & data preparation

This Option and all rights to purchase shares of Stock hereunder shall expire ____________, 2004 (the "Expiration Date"). Notwithstanding the foregoing, the Option granted hereunder shall expire with respect to any shares five years from the date that options with respect to such shares are first exercisable. To the extent that this Option has not been exercised in full prior to its termination or expiration date, whichever first occurs, it shall terminate and become void and of no effect.

AMONG
Agreement and Plan of Merger • May 11th, 2000 • Automatic Data Processing Inc • Services-computer processing & data preparation • New Jersey
EXHIBIT 1 --------- AGREEMENT AND PLAN OF MERGER
Merger Agreement • January 15th, 2003 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware
AGREEMENT AND PLAN OF MERGER
Merger Agreement • December 14th, 1998 • Automatic Data Processing Inc • Services-computer processing & data preparation • Florida
US$1,250,000,000 364-DAY CREDIT AGREEMENT dated as of June 29, 2005
364-Day Credit Agreement • July 1st, 2005 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York
Automatic Data Processing, Inc. $1,000,000,000 1.700% Senior Notes due 2028 Underwriting Agreement
Underwriting Agreement • May 14th, 2021 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

Automatic Data Processing, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $1,000,000,000 principal amount of its 1.700% Senior Notes due 2028 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of August 13, 2020 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented and amended by a Supplemental Indenture to be dated as of May 14, 2021 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”) between the Company and the Trustee.

R E C I T A L S:
Employment Agreement • December 1st, 1995 • Automatic Data Processing Inc • Services-computer processing & data preparation
among AVERT, INC.,
Merger Agreement • June 25th, 2001 • Automatic Data Processing Inc • Services-computer processing & data preparation • Colorado
EXHIBIT A-1 Automatic Data Processing, Inc. One ADP Boulevard Roseland, NJ 07068 U.S.A
Acquisition Agreement • November 6th, 1995 • Automatic Data Processing Inc • Services-computer processing & data preparation
Automatic Data Processing, Inc. One ADP Boulevard Roseland, New Jersey 07068
Merger Agreement • February 9th, 1999 • Automatic Data Processing Inc • Services-computer processing & data preparation

Reference is made to the Merger Agreement, dated as of the date hereof (the "Merger Agreement"), between Automatic Data Processing, Inc. ("ADP"), The Vincam Group, Inc. ("VCAM") and ADP Acquisition Corp. (Florida) ("Sub"), pursuant to which, at the Effective Time (as defined in the Merger Agreement), Sub will merge with and into VCAM (the "Merger"), and following such Merger, VCAM will become a wholly-owned subsidiary of ADP. Capitalized terms not defined herein shall have the meanings set forth in the Merger Agreement.

US$4,550,000,000 364-DAY CREDIT AGREEMENT dated as of June 28, 2024, among AUTOMATIC DATA PROCESSING, INC.
364-Day Credit Agreement • June 28th, 2024 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

364-DAY CREDIT AGREEMENT dated as of June 28, 2024 (this “Agreement”), among AUTOMATIC DATA PROCESSING, INC., a Delaware corporation (the “Company”); the BORROWING SUBSIDIARIES from time to time party hereto (the Company and the Borrowing Subsidiaries being collectively called the “Borrowers”); the LENDERS from time to time party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

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STOCK OPTION GRANT AGREEMENT
Stock Option Grant Agreement • August 5th, 2016 • Automatic Data Processing Inc • Services-computer processing & data preparation

AUTOMATIC DATA PROCESSING, INC. (the “Company”), pursuant to the 2008 Omnibus Award Plan (the “Plan”), hereby irrevocably grants you (the “Participant”), on [DATE] the right and option to purchase shares of the Common Stock, par value $0.10 per share, of the Company subject to the restrictions, terms and conditions herein.

Contract
Credit Agreement • June 30th, 2023 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

AMENDMENT AGREEMENT dated as of June 30, 2023 (this “Amendment”), relating to the Five-Year Credit Agreement dated as of June 9, 2021 (the “Existing Credit Agreement”), among AUTOMATIC DATA PROCESSING, INC. (the “Company”), the BORROWING SUBSIDIARIES from time to time party thereto, the LENDERS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”).

US$2,250,000,000 FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2023, among AUTOMATIC DATA PROCESSING, INC. The BORROWING SUBSIDIARIES referred to herein The LENDERS Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent...
Credit Agreement • June 30th, 2023 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

FIVE-YEAR CREDIT AGREEMENT dated as of June 30, 2023 (this “Agreement”), among AUTOMATIC DATA PROCESSING, INC., a Delaware corporation (the “Company”); the BORROWING SUBSIDIARIES from time to time party hereto (the Company and the Borrowing Subsidiaries being collectively called the “Borrowers”); the LENDERS from time to time party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

AUTOMATIC DATA PROCESSING, INC. 2018 OMNIBUS AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • February 1st, 2024 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware

AUTOMATIC DATA PROCESSING, INC. (the “Company”), pursuant to the 2018 Omnibus Award Plan, as amended from time to time (the “Plan”), hereby irrevocably grants you (the “Participant”), on [DATE] (the “Grant Date”), a forfeitable Restricted Stock Unit Award (the “Restricted Unit Award”), subject to (1) the restrictions, terms and conditions herein, and (2) any additional terms and conditions applicable to the Participant, as set forth in the appendices attached hereto (the “Appendices”).

SEPARATION AGREEMENT AND RELEASE
Separation Agreement • February 2nd, 2023 • Automatic Data Processing Inc • Services-computer processing & data preparation • New Jersey

This Separation Agreement and General Release (hereinafter, the “Agreement”) is made and entered into this 30th day of January, 2023 by and between Donald Weinstein (hereinafter referred to as “Executive”), and Automatic Data Processing, Inc. (hereinafter referred to as the “Company”).

AUTOMATIC DATA PROCESSING, INC. 2018 OMNIBUS AWARD PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT
Performance Stock Unit Award Agreement • February 1st, 2024 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware

AUTOMATIC DATA PROCESSING, INC. (the “Company”), pursuant to the 2018 Omnibus Award Plan, as amended from time to time (the “Plan”), hereby irrevocably grants you (the “Participant”), on [DATE] (the “Grant Date”), a Performance Stock Unit Award (the “Award”) of forfeitable performance stock units of the Company (“PSUs”), each PSU representing the right to receive one share of the Company’s common stock, par value $0.10 per share (“Common Stock”), subject to (1) the restrictions, terms and conditions herein and (2) any additional terms and conditions applicable to the Participant, as set forth in the appendices attached hereto (the “Appendices”).

SEPARATION AND DISTRIBUTION AGREEMENT between AUTOMATIC DATA PROCESSING, INC. and BROADRIDGE FINANCIAL SOLUTIONS, LLC Dated as of March 20, 2007
Separation and Distribution Agreement • March 21st, 2007 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

SEPARATION AND DISTRIBUTION AGREEMENT dated as of March 20, 2007, between Automatic Data Processing, Inc., a Delaware corporation (“ADP”), and Broadridge Financial Solutions, LLC, a Delaware limited liability company whose sole member is ADP (each, a “Party” and collectively, the “Parties”).

AUTOMATIC DATA PROCESSING, INC. 2018 OMNIBUS AWARD PLAN RESTRICTED STOCK AND RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock and Restricted Stock Unit Award Agreement • November 13th, 2018 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware

Participant may, at any time, contact his or her local human resources representative to enforce his or her privacy rights.

AUTOMATIC DATA PROCESSING, INC. 2018 OMNIBUS AWARD PLAN STOCK OPTION GRANT AGREEMENT
Stock Option Grant Agreement • November 13th, 2018 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware

Participant may, at any time, contact his or her local human resources representative to enforce his or her privacy rights.

AUTOMATIC DATA PROCESSING, INC. 2008 OMNIBUS AWARD PLAN STOCK OPTION GRANT AGREEMENT (Non-Employee Director)
Stock Option Grant Agreement • August 8th, 2014 • Automatic Data Processing Inc • Services-computer processing & data preparation

AUTOMATIC DATA PROCESSING, INC. (the “Company”), pursuant to the 2008 Omnibus Award Plan (the “Plan”), hereby irrevocably grants to FirstName LastName (the “Participant”), on XXXX XX, 20__ the right and option to purchase XXXX shares of the Common Stock, par value $0.10 per share, of the Company subject to the restrictions, terms and conditions herein.

SEPARATION AND DISTRIBUTION AGREEMENT by and between AUTOMATIC DATA PROCESSING, INC. and CDK GLOBAL HOLDINGS, LLC Dated as of September 29, 2014
Separation and Distribution Agreement • October 1st, 2014 • Automatic Data Processing Inc • Services-computer processing & data preparation • New York

SEPARATION AND DISTRIBUTION AGREEMENT, dated as of September 29, 2014, by and between Automatic Data Processing, Inc., a Delaware corporation (“ADP”), and CDK Global Holdings, LLC, a Delaware limited liability company whose sole member is ADP (each, a “Party” and collectively, the “Parties”).

AUTOMATIC DATA PROCESSING, INC. 2008 OMNIBUS AWARD PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • February 9th, 2009 • Automatic Data Processing Inc • Services-computer processing & data preparation • Delaware

AUTOMATIC DATA PROCESSING, INC. (the “Company”), pursuant to the 2008 Omnibus Award Plan (the “Plan”), hereby irrevocably grants you (the “Participant”), on XXXX XX, 20__ a Restricted Stock Award (the “Restricted Stock Award”) of forfeitable shares of the Company’s Common Stock, par value $0.10 per share (“Restricted Stock”), subject to the restrictions, terms and conditions herein.

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