EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • August 17th, 2017 • Neff Corp • Services-equipment rental & leasing, nec • Delaware
This Exchange and Termination Agreement (this “Agreement”), is entered into as of August 16, 2017 (immediately following the occurrence of the H&E Termination (as defined below)), by and among United Rentals (North America), Inc., a Delaware corporation (“Parent”), Wayzata Opportunities Fund II, L.P. (“Opportunities Fund”), Wayzata Opportunities Fund Offshore II, L.P. (“Opportunities Fund Offshore” and, together with Opportunities Fund, the “Stockholders” and each individually, a “Stockholder”), Neff Corporation (“Company”), and Neff Holdings LLC (“Holdings”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, a “Party.” Any capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Company, and UR Merger Sub III Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merge
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • August 17th, 2017 • Neff Corp • Services-equipment rental & leasing, nec • Delaware
This Exchange and Termination Agreement (this “Agreement”), is entered into as of August 16, 2017 (immediately following the occurrence of the H&E Termination (as defined below)), by and among United Rentals (North America), Inc., a Delaware corporation (“Parent”), Neff Corporation (“Company”), Neff Holdings LLC (“Holdings”), the holders of LLC Options (the “LLC Optionholders”) and Mark Irion (the “Management Representative”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, a “Party.” Any capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Company, and UR Merger Sub III Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merger Agreement is in effect on the date hereof.
Exhibit 10.56 EXCHANGE AND TERMINATION AGREEMENT Exchange and Termination Agreement, dated as of May 23, 1997 (the "Agreement"), by and among Clearview Cinema Group, Inc., a Delaware corporation (the "Company"), CMNY Capital II, L.P., a Delaware...Exchange and Termination Agreement • August 4th, 1997 • Clearview Cinema Group Inc • Services-motion picture theaters • Delaware
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • July 23rd, 2018 • Aerie Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This EXCHANGE AND TERMINATION AGREEMENT (this “Agreement”) dated as of July 23, 2018, is by and among Aerie Pharmaceuticals, Inc., a Delaware corporation (the “Borrower”), Deerfield Private Design Fund III, L.P. (“DPD III”), Deerfield Partners, L.P. (“DP”) and Deerfield Special Situations Fund, L.P. (“DSS” and, together with DPD III and DP, the “Purchasers”). The Purchasers and the Borrower are referred to herein collectively as the “Parties.” Capitalized terms used herein which are defined in the Purchase Agreement (as defined below), unless otherwise defined herein, shall have the meanings ascribed to them in the Purchase Agreement.
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • March 21st, 2006 • Leap Technology Inc / De • Non-operating establishments • Florida
THIS EXCHANGE AND TERMINATION AGREEMENT (“Agreement”) made this 17th day of March 2006, to be effective as of March 15, 2006, by and among Le@P Technology, Inc., a Delaware corporation (the “Company”), and the M. Lee Pearce 2005 Irrevocable Trust (the “Lender”).
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • February 17th, 2004 • Andrea Electronics Corp • Radio & tv broadcasting & communications equipment • New York
THIS EXCHANGE AND TERMINATION AGREEMENT (this “Agreement”), dated as of February 11, 2004, by and among Andrea Electronics Corporation, a New York corporation, with headquarters located at 45 Melville Park Road, Melville, New York 11447 (the “Company”), and HFTP Investment L.L.C., a Delaware limited liability company (the “Investor”).
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • January 25th, 2024 • Windtree Therapeutics Inc /De/ • Biological products, (no disgnostic substances) • New York
This EXCHANGE AND TERMINATION AGREEMENT (this “Agreement”), dated as of January 24, 2024 (the “Agreement Date”), is by and among Windtree Therapeutics, Inc., a Delaware corporation (f/k/a Discovery Laboratories, Inc.) (the “Company”), Deerfield Private Design Fund II, L.P. (“DPDF II”), Deerfield PDI Financing II, L.P. (“DPDI Financing II” and together with DPDF II, the “Holders,” and each, a “Holder”) and Deerfield Private Design International II, L.P. (“DPDI II” and, together with the Holders, the “Deerfield Parties” and each a “Deerfield Party”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Milestone Agreement (as defined below).
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • August 17th, 2017 • United Rentals North America Inc • Services-equipment rental & leasing, nec • Delaware
This Exchange and Termination Agreement (this “Agreement”), is entered into as of August 16, 2017 (immediately following the occurrence of the H&E Termination (as defined below)), by and among United Rentals (North America), Inc., a Delaware corporation (“Parent”), Neff Corporation (“Company”), Neff Holdings LLC (“Holdings”), the holders of LLC Options (the “LLC Optionholders”) and Mark Irion (the “Management Representative”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, a “Party.” Any capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Company, and UR Merger Sub III Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merger Agreement is in effect on the date hereof.
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • November 1st, 2017 • Windtree Therapeutics Inc /De/ • Biological products, (no disgnostic substances) • New York
This EXCHANGE AND TERMINATION AGREEMENT (this “Agreement”) dated as of October 27, 2017 (the “Agreement Date”), is by and among Windtree Therapeutics, Inc., a Delaware corporation (f/k/a Discovery Laboratories, Inc.) (“Borrower”), Deerfield Private Design Fund II, L.P. (“DPDF II”), Deerfield Private Design International II, L.P. (“DPDI II”) and Deerfield Special Situations Fund, L.P. (“DSSF,” and together with DPDF II and DPDI II, “Lenders,” and each, a “Lender”), and as expressly provided herein, Deerfield PDI Financing II, L.P. (“DPDI Financing II”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Facility Agreement (as defined below).
