BY AND AMONGAsset Purchase Agreement • March 22nd, 2005 • PAV Republic, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
BY AND AMONGPurchase Agreement • September 16th, 2005 • Nco Group Inc • Services-consumer credit reporting, collection agencies • Pennsylvania
4,500,000 Shares NATERA, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 22nd, 2021 • Natera, Inc. • Services-medical laboratories • New York
Natera, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives,” “you,” “your”), an aggregate of 4,500,000 shares of its common stock, par value $0.0001 per share (the “Firm Shares”). The Company also proposes to issue and sell to the several Underwriters not more than an additional 675,000 shares of its common stock, par value $0.0001 per share (the “Additional Shares”) if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of common stock granted to the Underwriters in Section 2 hereof. The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The shares of common stock, par value $0.0001 per share, of the Company to be outstanding after giving effect to the sales contemplated hereby are hereina
Foundation Medicine, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • September 12th, 2013 • Foundation Medicine, Inc. • Services-medical laboratories • New York
Foundation Medicine, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares”) of Common Stock, par value $0.0001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
. . EXHIBIT 10.19 STOCK PURCHASE AGREEMENT BY AND AMONG SECOND BANCORP INCORPORATED, WILLIAM R. HERZOG AND GEORGE E. STOUFFER, JR. DATED AS OF AUGUST 16, 2002Stock Purchase Agreement • March 26th, 2003 • Second Bancorp Inc • National commercial banks • Ohio
2,149,008 Shares COUPA SOFTWARE INCORPORATED COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2020 • Coupa Software Inc • Services-prepackaged software • New York
Certain shareholders named in Schedule I hereto (collectively, the “Selling Shareholders”) of Coupa Software Incorporated, a Delaware corporation (the “Company”), severally and not jointly, propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”), an aggregate of 2,149,008 shares of the common stock, par value $0.0001 per share, of the Company (the “Shares”), with each Selling Shareholder selling the amount set forth opposite such Selling Shareholder’s name in Schedule I hereto.
ContractUnderwriting Agreement • July 30th, 2010 • Glimcher Realty Trust • Real estate investment trusts • New York
Glimcher Realty Trust (Liquidation Preference of $25.00) Underwriting AgreementUnderwriting Agreement • March 27th, 2013 • Glimcher Realty Trust • Real estate investment trusts • New York
Glimcher Realty Trust, a Maryland real estate investment trust (the “Company”), which is a limited partner of Glimcher Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,600,000 shares (the “Firm Shares”) and, at the election of the Representatives, up to 400,000 additional shares to cover over-allotments (the “Optional Shares”) of 6.875% Series I Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $0.01 per share (the “Preferred Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to pursuant to Section 2 hereof being collectively called the “Shares”). References throughout this Agreement to “subsidiaries” shall include the Partnership. References throughout this Agreement to “you” or “your” shall refer to Wells Fargo Securities,
MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND LEASES AND FIXTURE FILINGMortgage, Security Agreement, Assignment of Rents and Leases and Fixture Filing • September 20th, 2013 • Lifeway Foods Inc • Dairy products • Illinois
This MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND LEASES AND FIXTURE FILING dated as of the 4th day of September, 2013 (the “Mortgage”), is executed by LIFEWAY WISCONSIN, INC., an Illinois corporation (the “Mortgagor”), to and for the benefit of THE PRIVATEBANK AND TRUST COMPANY, its successors and assigns (the “Lender”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 7th, 2005 • Eclipsys Corp • Services-computer integrated systems design • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between ECLIPSYS CORPORATION, a Delaware corporation (the “Company”), and PAUL L. RUFLIN, an individual (the “Executive”), effective March 15, 2005.
SIXTH AMENDMENT TO ABL CREDIT AGREEMENTAbl Credit Agreement • May 3rd, 2024 • Cumulus Media Inc • Radio broadcasting stations • New York
CREDIT AGREEMENT (this “Agreement”), dated as of March 6, 2020, among CUMULUS MEDIA INTERMEDIATE INC., a Delaware corporation (“Intermediate Holdings”), CUMULUS MEDIA NEW HOLDINGS INC., a Delaware corporation (“New Holdings” or the “Borrower Agent”), each of the Restricted Subsidiaries (as hereinafter defined) of New Holdings that, as of the Effective Date (as hereinafter defined), is signatory hereto as a “Borrower” (each, an “Effective Date Subsidiary Borrower”), each of the Restricted Subsidiaries of New Holdings that, in accordance with Section 7.10(a), becomes a borrower hereunder after the Effective Date (together with New Holdings and the Effective Date Subsidiary Borrowers, each a “Borrower” and, collectively, the “Borrowers”), the Lenders (as hereinafter defined) from time to time party hereto, FIFTH THIRD BANK, NATIONAL ASSOCIATION (“Fifth Third”), as administrative agent for the Lenders and collateral agent for the Secured Parties (as hereinafter defined) and solely for purp
FORBEARANCE AGREEMENT AND FIRST OMNIBUS AMENDMENT TO CREDIT AGREEMENT AND LOAN DOCUMENTSForbearance Agreement and First Omnibus Amendment to Credit Agreement and Loan Documents • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 5, 2023 (this “Agreement”), among INVACARE HOLDINGS CORPORATION (“Holdings”), INVACARE CORPORATION (the “Administrative Borrower”), INVACARE INTERNATIONAL HOLDINGS CORP. (“International Holdings” and “Co-Borrower”; and Co-Borrower together with the Administrative Borrower, collectively, “Borrower”), the LENDERS party hereto, CANTOR FITZGERALD SECURITIES, as Administrative Agent, and GLAS TRUST COMPANY LLC, as Collateral Agent.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 16th, 2022 • Third Restatement of Barbara P. Ruhlman Trust Agreement, Dated November 20, 2008 • Water, sewer, pipeline, comm & power line construction • Ohio
THIS SHARE PURCHASE AGREEMENT (“Agreement”) is made and entered into on September 14, 2022, by and between Katherine E. Wensink, trustee under the Irrevocable Trust Agreement between Barbara P. Ruhlman and Bernard L. Karr, dated July 29, 2008 (“Purchaser”) and Katherine E. Wensink, trustee under the 2016 Trust Agreement between Barbara P. Ruhlman and Bernard L. Karr, dated September 21, 2016 (“Seller”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 6th, 2023 • Bumble Inc. • Services-computer programming, data processing, etc. • Texas
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of November 3, 2023 by and between Bumble Trading LLC, a Delaware limited company (the “Company”), and Lidiane Jones (“Executive”).
LOAN AND SECURITY AGREEMENT dated as of February 6, 2009 among LIFEWAY FOODS, INC., FRESH MADE, INC., LFI ENTERPRISES, INC., HELIOS NUTRITION LIMITED, PRIDE OF MAIN STREET DAIRY, LLC and STARFRUIT, LLC, as the Borrowers and THE PRIVATEBANK AND TRUST...Loan and Security Agreement • February 13th, 2009 • Lifeway Foods Inc • Dairy products
ALIGHT SOLUTIONS LLC AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 18th, 2021 • Alight, Inc. / Delaware • Services-business services, nec • Delaware
This Amended and Restated Employment Agreement (this “Agreement”) is made as of August 18, 2021, between Alight Solutions LLC (the “Company”) and Stephan Scholl (the “Executive”). This Agreement shall take effect as of the date it is fully executed by both parties (the “Effective Date”). If the Effective Date does not occur for any or no reason, this Agreement shall be null and void ab initio, and the Prior Agreement (as defined below) shall remain in full force and effect in accordance with its terms.
Support AgreementSupport Agreement • September 12th, 2018 • Alithya Group Inc • Services-computer programming, data processing, etc. • Delaware
This Support Agreement (this “Agreement”), dated as of March 15, 2018, is entered into between the undersigned shareholder (“Shareholder”) of Alithya Group Inc., a corporation incorporated under the laws of Québec (the “Company”); Edgewater Technology, Inc., a corporation incorporated under the laws of Delaware (the “U.S. Merger Partner”); and the Company.
Glimcher Realty Trust Common Shares of Beneficial Interest, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • March 27th, 2012 • Glimcher Realty Trust • Real estate investment trusts • New York
Glimcher Realty Trust, a Maryland real estate investment trust (the “Company”), which is a limited partner of Glimcher Properties Limited Partnership, a Delaware limited partnership (the “Partnership”) proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 20,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 3,000,000 additional shares (the “Optional Shares”) of Common Shares of Beneficial Interest, par value $0.01 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”). References throughout this Agreement to “subsidiaries” shall include the Partnership. References throughout this Agreement to “you” or “your” shall refer to Goldman, Sachs & Co. and Wells Fargo Securities, LLC, as representatives of the several Underwri
SETTLEMENT AGREEMENT AND RELEASESettlement Agreement • October 20th, 2023 • Texas
SETTLEMENT AGREEMENTSettlement Agreement • May 3rd, 2024
This Settlement Agreement (“Agreement” or “Settlement Agreement”) is entered into by and between Lutheran Social Services of Illinois (“LSSI”) and Plaintiffs Christine Mikulecky, Aubrey Woosley, individually and as guardian and next friend of her minor children K.M. and G.M., Anthony J. Heide, Brittney Forbes, Lenell Knox, Jennifer Rushing, Theresa Freeman, and Thera Nichole (“Plaintiffs” or “Class Representatives”), both individually and on behalf of similarly situated persons, in the case of Mikulecky, et al. v. Lutheran Social Services of Illinois, No. 2023-CH-00895, currently pending in the Circuit Court of Cook County, Illinois (the “Litigation”). LSSI and Plaintiffs are each referred to as a “Party” and are collectively referred to herein as the “Parties.”
Security Agreement Re: Investment AccountSecurity Agreement • August 20th, 2007 • U-Store-It Trust • Real estate investment trusts • Illinois
This Security Agreement Re: Investment Account (the “ Agreement”) is dated as of May 27, 2005, between Robert J. Amsdell (the “Debtor”), with his mailing address as set forth in Section 9(b) hereof, and Harris Trust and Savings Bank, an Illinois banking corporation (the “Secured Party”), with its mailing address as set forth in Section 9(b) hereof.
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2008 • Qsgi Inc. • Services-business services, nec • Illinois
COOPERATION AGREEMENTCooperation Agreement • April 20th, 2020 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
This Cooperation Agreement (this “Agreement”) is made by and between J. Alexander’s Holdings, Inc. (the “Company”), on the one hand, and Ancora Advisors, LLC (“Ancora”), Ancora Merlin Institutional LP, Ancora Merlin LP, Ancora Catalyst Institutional LP, Ancora Catalyst LP, Ancora/Thelen Small-Mid Cap Mutual Fund and Frederick DiSanto (collectively, the “Ancora Parties” and individually a “Member” of the Ancora Parties), on the other hand, on behalf of themselves and their respective Affiliates (as defined below) (the Company and the Ancora Parties together, collectively, the “Parties”).
ASSET PURCHASE AGREEMENT BY AND AMONGAsset Purchase Agreement • February 7th, 2020 • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of February 7, 2020, and entered into by and among Mishti Holdings LLC, a Delaware limited liability company, Lolli and Pops, Inc., a Delaware corporation, and Meetha Ventures LLC, an Oklahoma limited liability company (each individually, a “Seller”, and collectively, “Sellers”), and Lolli & Pops Holdings LLC, a Delaware limited liability company (“Purchaser”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 6th, 2011 • Qsgi Inc. • Services-business services, nec • Florida
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of the ____ day of September ___ 2011 ("Effective Date"), by and among THE GASKET GUY, INC., a Florida corporation, with its principal place of business at 4446 Carver Street, Lake Worth, Florida 33461, and GREEN ENERGY MASTERS, LLC, a Florida limited liability company (collectively, the “Seller”), MOSHE SCHNEIDER, an individual (“Schneider”), AVNER HAREL, an individual (“Harel”, and together with Schneider, the “Shareholders”), and QSGI GREEN, INC., a Delaware corporation, with a principal place of business at 400 Royal Palm Way, Suite 302, Palm Beach, Florida 33480 (the “Buyer”).
STOCK PURCHASE AGREEMENT Between WAVEDANCER, INC. and GRAY MATTERS DATA CORP. dated as of March 17, 2023Stock Purchase Agreement • March 21st, 2023 • Wavedancer, Inc. • Services-prepackaged software • Delaware
This Stock Purchase Agreement (this “Agreement”), dated as of March 17, 2023, is entered into by and among WAVEDANCER, INC., a Delaware corporation (“Seller”) and GRAY MATTERS DATA CORP., a Delaware corporation (“Buyer”). Capitalized terms used herein and not otherwise defined herein have the meanings given to such terms in Article I.
IN THE UNITED STATES DISTRICT COURTClass Action Settlement Agreement • May 6th, 2024
This Class Action Settlement Agreement (“Agreement” or “Settlement Agreement”) is entered into by and among (i) Plaintiffs Sherry Gaul individually and on behalf of the Injunction Settlement Class, and Stephanie Lukis individually and on behalf of the Damages Settlement Subclass (“Plaintiffs”), and (ii) Defendant CheckPeople, LLC (“Defendant” or “CheckPeople”). Plaintiffs and Defendant are collectively referred to as the “Parties.” This Settlement Agreement is intended by the Parties to fully, finally, and forever resolve, discharge, and settle the Released Claims upon and subject to the terms and conditions of this Settlement Agreement, and subject to the final approval of the Court.
EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2023 • Lulu's Fashion Lounge Holdings, Inc. • Retail-catalog & mail-order houses • California
This Employment Agreement (this "Agreement"), is made and entered into on March 5, 2023, by and among Lulu's Fashion Lounge, LLC, a Delaware limited liability company (the "Company"), Lulu's Fashion Lounge Holdings, Inc., a Delaware corporation and indirect parent of the Company ("Parent") and Crystal Landsem ("Executive"). For purposes of this Agreement, the term "Company" shall include Parent and each of its subsidiaries, including the Company, unless the context clearly indicates otherwise.
SETTLEMENT AGREEMENTSettlement Agreement • March 11th, 2022
This Settlement Agreement, dated as of March 11, 2022, is made and entered into by and among the following Settling Parties (as defined below): (i) Plaintiffs Niki Paras, Regina Rosario, Jennifer Sillah, Christian Stephens, Evelyn Wallace, and Tanya Wildrick (collectively “Plaintiffs”), individually and on behalf of the Settlement Class (as defined below), by and through their counsel of record Morgan & Morgan Complex Litigation Group and Mason Lietz & Klinger LLP, on the one hand; and (ii) Dental Care Alliance, LLC (“DCA”), by and through its counsel of record, McDonald Hopkins, LLC, on the other hand. The Settlement Agreement is subject to Court approval and is intended by the Settling Parties to fully, finally, and forever resolve, discharge, and settle the Released Claims (as defined below), upon and subject to the terms and conditions hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • June 25th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Ohio
AGREEMENT made April 24, 2007, among TravelCenters of America LLC, a Delaware limited liability company (the "Company"), TravelCenters of America Holding Company LLC (successor to TravelCenters of America, Inc., "Holding"), TA Operating LLC (successor to TA Operating Corporation, "Operating" and together with Holding, "Employers") and Steven C. Lee ("Lee").
EXHIBIT 2.2 ADCON ASSET PURCHASE AND INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTAsset Purchase and Intellectual Property Assignment Agreement • March 14th, 2003 • Wright Medical Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Ohio
INCREMENTAL FACILITY AGREEMENT AND AMENDMENTIncremental Facility Agreement • October 20th, 2014 • Trimas Corp • Metal forgings & stampings • New York
CREDIT AGREEMENT dated as of October 16, 2013 (this “Agreement”), among TRIMAS COMPANY LLC, TRIMAS CORPORATION, the SUBSIDIARY TERM BORROWERS party hereto, the FOREIGN SUBSIDIARY BORROWERS party hereto, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, and J.P. MORGAN EUROPE LIMITED, as Foreign Currency Agent.
IN THE UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ILLINOISSettlement Agreement • July 23rd, 2024 • Illinois
Michigan corporation, WAHLBURGERS I, LLC, a Massachusetts limited liability company, and PATRIOT PICKLE, INC., a New Jersey corporation,
EMPLOYMENT AGREEMENTEmployment Agreement • June 25th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Ohio
AGREEMENT made February 27, 2007, among TravelCenters of America LLC, a Delaware limited liability company (the "Company"), TravelCenters of America Holding Company LLC (successor to TravelCenters of America, Inc., "Holding"), TA Operating LLC (successor to TA Operating Corporation, "Operating" and together with Holding, "Employers") and Timothy L. Doane ("Doane").
ContractPurchase Agreement • May 5th, 2020 • Pennsylvania
<DOCUMENT> <TYPE>EX-2 <SEQUENCE>3 <FILENAME>ex2-1.txt <DESCRIPTION>EXHIBIT 2.1 <TEXT> <PAGE> EXHIBIT 2.1 PURCHASE AGREEMENT BY AND AMONG RISK MANAGEMENT ALTERNATIVES PARENT CORP., RISK MANAGEMENT ALTERNATIVES HOLDINGS, INC., RISK MANAGEMENT ALTERNATIVES INTERNATIONAL LIMITED, RESOURCE RECOVERY CONSULTANTS, INC., RMA INTERMEDIATE HOLDINGS CORPORATION, RMA MANAGEMENT SERVICES, INC., RISK MANAGEMENT ALTERNATIVES INTERNATIONAL CORP. CANADA, NATIONAL REVENUE CORPORATION, RISK MANAGEMENT ALTERNATIVES, INC., RISK MANAGEMENT ALTERNATIVES PORTFOLIO SERVICES, LLC, RMA HOLDINGS LLC, PURCHASED PAPER LLC, RISK MANAGEMENT ALTERNATIVES SOLUTIONS LLC AND NCOP CAPITAL RESOURCE, LLC Dated July 6, 2005 <PAGE> TABLE OF CONTENTS <TABLE> <CAPTION> PAGE ---- <S> <C> <C> ARTICLE I DEFINED TERMS...........................................................................................2 1.1 Definitions............................................................................................2 1.2 Certain Rules
