Common Contracts

21 similar Purchase Agreement contracts by Jefferies Group Inc /De/, Sunstone Hotel Investors, Inc., Vertex Pharmaceuticals Inc / Ma, others

JEFFERIES GROUP, INC. (a Delaware corporation)
Purchase Agreement • January 18th, 2013 • Jefferies Group Inc /De/ • Security brokers, dealers & flotation companies • New York

Jefferies Group, Inc., a Delaware corporation (the “Company”), confirms its agreement with you and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom you are acting as Representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $400,000,000 aggregate principal amount of the Company’s 6.50% Senior Notes due 2043 (the “Notes,” referred to herein as, the “Securities”). To the extent that there are no additional Underwriters listed on Schedule A other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Securities are to be issued as part of a series of Notes pursuant to an Indenture dated as of March 12, 2002,

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JEFFERIES GROUP, INC. (a Delaware corporation)
Purchase Agreement • January 18th, 2013 • Jefferies Group Inc /De/ • Security brokers, dealers & flotation companies • New York

Jefferies Group, Inc., a Delaware corporation (the “Company”), confirms its agreement with you and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom you are acting as Representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $600,000,000 aggregate principal amount of the Company’s 5.125% Senior Notes due 2023 (the “Notes,” referred to herein as, the “Securities”). To the extent that there are no additional Underwriters listed on Schedule A other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Securities are to be issued as part of a series of Notes pursuant to an Indenture dated as of March 12, 2002,

JEFFERIES GROUP, INC. (a Delaware corporation)
Purchase Agreement • April 24th, 2012 • Jefferies Group Inc /De/ • Security brokers, dealers & flotation companies • New York

Jefferies Group, Inc., a Delaware corporation (the “Company”), confirms its agreement with you and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom you are acting as Representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $200,000,000 aggregate principal amount of the Company’s 6.875% Senior Notes due 2021 (the “Notes,” referred to herein as, the “Securities”). To the extent that there are no additional Underwriters listed on Schedule A other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Securities are to be issued as part of a series of Notes pursuant to an Indenture dated as of March 12, 2002,

JEFFERIES GROUP, INC. (a Delaware corporation) PURCHASE AGREEMENT
Purchase Agreement • November 8th, 2010 • Jefferies Group Inc /De/ • Security brokers, dealers & flotation companies • New York

Jefferies Group, Inc., a Delaware corporation (the “Company”), confirms its agreement with Jefferies & Company, Inc. and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Jefferies & Company, Inc. is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $500,000,000 aggregate principal amount of the Company’s 3.875% Senior Notes due 2015 (the “Notes,” referred to herein as, the “Securities”). The Securities are to be issued pursuant to an Indenture dated as of March 12, 2002, as amended by the First Supplemental Indenture dated as of July 15, 2003 (as so amended, the “Indenture”), between the Company and The Bank of New York, as tru

JEFFERIES GROUP, INC. (a Delaware corporation)
Purchase Agreement • July 19th, 2010 • Jefferies Group Inc /De/ • Security brokers, dealers & flotation companies • New York

Jefferies Group, Inc., a Delaware corporation (the “Company”), confirms its agreement with you and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom you are acting as Representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $150,000,000 aggregate principal amount of the Company’s 6.875% Senior Notes due 2021 (the “Notes,” referred to herein as, the “Securities”). To the extent that there are no additional Underwriters listed on Schedule A other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Securities are to be issued as part of a series of Notes pursuant to an Indenture dated as of March 12, 2002,

CLEAN ENERGY FUELS CORP. (a Delaware corporation) 8,200,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • June 26th, 2009 • Clean Energy Fuels Corp. • Gas & other services combined • New York

Clean Energy Fuels Corp., a Delaware corporation (the “Company”) confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto (the “Offering”) and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 1,230,000 additional shares of Common Stock to cover overallotments, if any.

Contract
Purchase Agreement • February 17th, 2009 • Insituform Technologies Inc • Water, sewer, pipeline, comm & power line construction • New York
LEXINGTON REALTY TRUST (a Maryland real estate investment trust) 6,000,000 Shares Series D Cumulative Redeemable Preferred Stock, par value $0.0001 per share PURCHASE AGREEMENT
Purchase Agreement • February 14th, 2007 • Lexington Realty Trust • Real estate investment trusts • New York

Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of the Company’s Series D Cumulative Redeemable Preferred Stock, par value $0.0001 per share, set forth in said Schedule A, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 900,000 additional shares of such preferred st

VERTEX PHARMACEUTICALS INCORPORATED (a Massachusetts corporation) 9,100,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • September 15th, 2006 • Vertex Pharmaceuticals Inc / Ma • Pharmaceutical preparations • New York
SMITH INTERNATIONAL, INC. (a Delaware corporation) Senior Notes PURCHASE AGREEMENT
Purchase Agreement • June 15th, 2006 • Smith International Inc • Miscellaneous chemical products • New York

Smith International, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $275,000,000 aggregate principal amount of the Company’s 6% Senior Notes due 2016 (the “Securities”). The Securities are to be issued pursuant to an indenture dated as of September 8, 1997 (the “Indenture”) between the Company and The Bank of New York, as trustee (the “Trustee”). The term “Indenture,” as used herein, includes th

SUNSTONE HOTEL INVESTORS, INC. (a Maryland corporation) 8.0% Series A Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 Per Share, Par Value $0.01 Per Share PURCHASE AGREEMENT
Purchase Agreement • April 11th, 2006 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York
SUMMIT BANK CORPORATION (a Georgia corporation) 1,250,000 Shares of Common Stock (Par Value $0.01 Per Share) PURCHASE AGREEMENT
Purchase Agreement • March 20th, 2006 • Summit Bank Corp • State commercial banks • New York
SUNSTONE HOTEL INVESTORS, INC. (a Maryland corporation) 5,500,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • February 1st, 2006 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York

clause (b) or (c), (i) each donee or distributee shall sign and deliver a lock-up letter substantially in the form of this letter and (ii) the undersigned shall not be required to, and shall not voluntarily, file a report under Section 16(a) of the Securities Exchange Act of 1934, as amended, reporting a reduction in beneficial ownership of shares of Common Stock during the restricted period referred to in the foregoing sentence.

VERTEX PHARMACEUTICALS INCORPORATED (a Massachusetts corporation) 11,750,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • June 8th, 2005 • Vertex Pharmaceuticals Inc / Ma • Pharmaceutical preparations • New York

We have acted as outside counsel for the Company (as defined in the Purchase Agreement) in connection with the preparation, execution and delivery of the Purchase Agreement and the consummation of the transactions contemplated thereby. In connection therewith, we have examined executed originals or counterparts of the Purchase Agreement, the Registration Statement, the Prospectus and such other documents as we have deemed necessary for purposes of this opinion.

WHITING PETROLEUM CORPORATION (a Delaware corporation) 7,500,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • November 17th, 2004 • Whiting Petroleum Corp • Crude petroleum & natural gas • New York
WHITING PETROLEUM CORPORATION (a Delaware corporation) Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • October 29th, 2004 • Whiting Petroleum Corp • Crude petroleum & natural gas • New York
THERAVANCE, INC. (a Delaware corporation) [ • ] Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • September 13th, 2004 • Theravance Inc • Pharmaceutical preparations • New York

Common Stock acquired as part of the public offering or in open market transactions after the close of the public offering contemplated by the Purchase Agreement.

AMERICAN FINANCIAL GROUP, INC. (an Ohio corporation) Senior Debentures PURCHASE AGREEMENT
Purchase Agreement • February 2nd, 2004 • American Financial Group Inc • Fire, marine & casualty insurance • New York
GENERAL CABLE CORPORATION (a Delaware corporation) 5,050,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • November 20th, 2003 • General Cable Corp /De/ • Drawing & insulating of nonferrous wire • New York

MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated World Financial Center – North Tower 250 Vesey Street New York, New York 10080

ADOLOR CORPORATION (a Delaware corporation) 6,000,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • November 7th, 2003 • Adolor Corp • Pharmaceutical preparations • New York
WGL HOLDINGS, INC. (a Virginia corporation) 1,790,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • June 26th, 2001 • WGL Holdings Inc • Natural gas distribution • New York

MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated A.G. EDWARDS & SONS, INC. GOLDMAN, SACHS & CO. as Representatives of the several Underwriters c/o Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 4 World Financial Center New York, New York 10080

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