Form of Underwriting AgreementUnderwriting Agreement • May 4th, 2015 • INC Research Holdings, Inc. • Services-commercial physical & biological research • New York
FORM OF STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • May 4th, 2015 • INC Research Holdings, Inc. • Services-commercial physical & biological research • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of [ l ], 2015 by and between INC Research Holdings, Inc., a Delaware corporation (the “Company”), Avista Capital Partners II, L.P., a Delaware limited partnership (“Avista”), Avista Capital Partners (Offshore) II, L.P., a Bermuda exempted limited partnership, Avista Capital Partners (Offshore) II-A, L.P., a Bermuda exempted limited partnership (collectively, the “Avista Funds”), 1829356 Ontario Limited, a corporation formed under the laws of the Province of Ontario and wholly-owned subsidiary of Ontario Teachers’ Pension Plan Board (“Teachers”), ACP INC Research Co-Invest, LLC, a Delaware limited liability company (the “Avista Syndication Vehicle”), INC Research Mezzanine Co-Invest, LLC, a Delaware limited liability company (the “Mezzanine Co-Invest Vehicle”) (collectively, the “Sellers”).
