Exhibit 10.1 AMENDMENT NO. 2 TO NOMINATING AGREEMENT This Amendment No. 2 is dated as of September 10, 2005 (this "Amendment") by and between Perrigo Company, a Michigan corporation (the "Buyer") and Moshe Arkin (the "Shareholder") of Buyer. WHEREAS,...Nominating Agreement • September 14th, 2005 • Perrigo Co • Pharmaceutical preparations
EX-4.16 4 d279016dex416.htm FORM OF NOMINATING AGREEMENT NOMINATING AGREEMENTNominating Agreement • May 5th, 2020 • Delaware
This Nominating Agreement (this “Agreement”), dated as of , 2012, by and among Rexnord Corporation, a Delaware corporation (the “Company”), and Apollo Management VI, L.P. (“Apollo Management”).
EX-10.3 5 d370392dex103.htm EX-10.3 EXECUTION VERSION NOMINATING AGREEMENTNominating Agreement • May 5th, 2020 • Delaware
This Nominating Agreement (as it may be amended from time to time, this “Agreement”) is made as of May 10, 2017 by and between Affinion Group Holdings, Inc., a Delaware corporation (the “Company”), and Metro SPV LLC (“ICG”).
EX-10.5 9 d18302dex105.htm EX-10.5 EXECUTION VERSION NOMINATING AGREEMENTNominating Agreement • May 5th, 2020 • Delaware
This Nominating Agreement (as it may be amended from time to time, this “Agreement”) is made as of November 9, 2015 by and between Affinion Group Holdings, Inc., a Delaware corporation (the “Company”), and Ares Management LLC, on behalf of certain affiliated funds and managed accounts (collectively, “Ares”).
NOMINATING AGREEMENTNominating Agreement • November 8th, 2021 • Definitive Healthcare Corp. • Services-prepackaged software • Delaware
This Nominating Agreement (this “Agreement”), dated as of September 17, 2021, by and among Definitive Healthcare Corp., a Delaware corporation (the “Company”), and Advent International GPE IX Limited Partnership (“Advent”).
NOMINATING AGREEMENTNominating Agreement • August 19th, 2019 • IGM Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of June 28, 2019, is by and between IGM Biosciences, Inc., a Delaware corporation (the “Company”) Redmile Biopharma Investments II, L.P., RAF, L.P. and Redmile Strategic Master Fund, LP (each an “Investor” and together, the “Investors”).
NOMINATING AGREEMENTNominating Agreement • August 19th, 2019 • IGM Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of June 28, 2019, is by and between IGM Biosciences, Inc., a Delaware corporation (the “Company”) 667, L.P. and Baker Brothers Life Sciences, L.P. (each an “Investor” and together, the “Investors”).
NOMINATING AGREEMENTNominating Agreement • March 25th, 2005 • Fairpoint Communications Inc • Telephone communications (no radiotelephone) • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of February 8, 2005, is entered into by and among FairPoint Communications, Inc., a Delaware corporation (the “Company”), Kelso Investment Associates V, L.P., a Delaware limited partnership (“KIA V”), Kelso Equity Partners V, L.P., a Delaware limited partnership (“KEP V” and together with KIA V, “Kelso”) and Thomas H. Lee Equity Fund IV, L.P., a Delaware limited partnership (“THL”). Kelso and THL, together with the affiliates of THL listed on Schedule A attached hereto, are referred to herein collectively as the “Stockholders.”
NOMINATING AGREEMENTNominating Agreement • August 19th, 2019 • IGM Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of June 28, 2019, is by and between IGM Biosciences, Inc., a Delaware corporation (the “Company”) and Haldor Topsøe Holding A/S (the “Investor”).
NOMINATING AGREEMENTNominating Agreement • July 26th, 2004 • Educate Inc • Services-educational services • Delaware
This Nominating Agreement (this “Agreement”), dated as of July 25, 2004, by and among Educate, Inc., a Delaware corporation (the “Company”), Apollo Sylvan, LLC, a Delaware limited liability company (“Apollo Sylvan”), and Apollo Sylvan II, LLC, a Delaware limited liability company (“Apollo Sylvan II”).
NOMINATING AGREEMENTNominating Agreement • April 11th, 2016 • Goldentree Asset Management Lp • Deep sea foreign transportation of freight • Delaware
NOMINATING AGREEMENT (this “Agreement”), dated as of March 30, 2016, by and between Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and GoldenTree Asset Management LP, a Delaware limited partnership (“GoldenTree”), acting in its capacity as investment manager or advisor to certain private investment funds and managed accounts (the “GoldenTree Funds”) that Beneficially Own shares of Company Common Stock (as defined below).
EX-10.23 7 d350029dex1023.htm FORM OF NOMINATING AGREEMENT NOMINATING AGREEMENTNominating Agreement • May 5th, 2020 • Delaware
This Nominating Agreement (this “Agreement”), dated as of , 2012, by and among CKE Inc., a Delaware corporation (the “Company”), and Apollo Management VII, L.P. (“Apollo Management”).
NOMINATING AGREEMENTNominating Agreement • November 8th, 2021 • Definitive Healthcare Corp. • Services-prepackaged software • Delaware
This Nominating Agreement (this “Agreement”), dated as of September 17, 2021, by and among Definitive Healthcare Corp., a Delaware corporation (the “Company”), and Jason Krantz.
EX-10.2 4 d370392dex102.htm EX-10.2 EXECUTION VERSION NOMINATING AGREEMENTNominating Agreement • May 5th, 2020 • Delaware
This Nominating Agreement (as it may be amended from time to time, this “Agreement”) is made as of May 10, 2017 by and between Affinion Group Holdings, Inc., a Delaware corporation (the “Company”), and Elliott Management Corporation (“Elliott”).
NOMINATING AGREEMENTNominating Agreement • November 18th, 2004 • Perrigo Co • Pharmaceutical preparations • New York
This NOMINATING AGREEMENT (this “Agreement”) is made as of November 14, 2004 between Perrigo Company, a Michigan corporation (“Buyer”), and the undersigned shareholder (“Shareholder”) of Agis Industries (1983) Ltd., an Israeli public company (the “Company”).
NOMINATING AGREEMENTNominating Agreement • October 21st, 2020 • Despegar.com, Corp. • Transportation services • Delaware
This NOMINATING AGREEMENT, dated as of October 21, 2020 (this “Agreement”), is entered into by and among Despegar.com, Corp., a business company incorporated in the British Virgin Islands with company number 1936519 and whose registered office is at Commerce House, Wickhams Cay 1, P.O. Box 3140, Road Town, Tortola, British Virgin Islands VG1110 (the “Company”), and the holder of Ordinary Shares of the Company (together with any securities issued in respect thereof or in exchange or substitute therefor, “Ordinary Shares”) listed on the signature pages hereto under the caption “Expedia Shareholder” (together with its Affiliates, collectively, the “Expedia Shareholder”). In consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows:
NOMINATING AGREEMENTNominating Agreement • May 30th, 2007 • BWAY Holding CO • Metal cans • Delaware
NOMINATING AGREEMENT, dated as of [ ], 2007 (this “Agreement”), by and among BWAY Holding Company, a Delaware corporation (the “Company”), Kelso Investment Associates VI, L.P., a Delaware limited partnership (“KIA VI”) and KEP VI, LLC, a Delaware limited liability company (“KEP VI”; and, together with KIA VI, “Kelso”).
NOMINATING AGREEMENTNominating Agreement • August 20th, 2021 • Definitive Healthcare Corp. • Services-prepackaged software • Delaware
This Nominating Agreement (this “Agreement”), dated as of , 2021, by and among Definitive Healthcare Corp., a Delaware corporation (the “Company”), and SE VII DHC AIV, L.P. (“Spectrum”).
NOMINATING AGREEMENTNominating Agreement • June 8th, 2011 • Postmedia Network Canada Corp. • Newspapers: publishing or publishing & printing • Ontario
THIS AGREEMENT (“Agreement”), dated July 13, 2010, is entered into by and between Postmedia Network Canada Corp., a corporation governed by the laws of Canada (the “Company”) and GoldenTree Asset Management LP (the “Shareholder”), a limited partnership governed by the laws of State of Delaware.
RECITALS:Nominating Agreement • July 18th, 2005 • Perrigo Co • Pharmaceutical preparations • New York
ContractNominating Agreement • May 5th, 2020 • Delaware
<DOCUMENT> <TYPE>EX-10.12 <SEQUENCE>2 <FILENAME>y05802a1exv10w12.txt <DESCRIPTION>FORM OF NOMINATING AGREEMENT <TEXT> <PAGE> EXHIBIT 10.12 FORM OF NOMINATING AGREEMENT THIS NOMINATING AGREEMENT (this "Agreement"), dated as of April __, 2005, is entered into by and between Citi Trends, Inc., a Delaware corporation (the "Company"), and Hampshire Equity Partners II, L.P., a Delaware limited partnership ("Hampshire"). WHEREAS, as of the date hereof and immediately prior to the consummation of the Company's initial public offering of its common stock, par value $.01 per share (the "Common Stock"), Hampshire owns in the aggregate ______________ shares (collectively, the "Shares") of Common Stock; and WHEREAS, Hampshire and the Company wish to make certain agreements with respect to the nomination of candidates for election to the board of directors of the Company, upon the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the premises and the mutual covena
Exhibit 10.2 AMENDMENT TO NOMINATING AGREEMENT This Amendment to Nominating Agreement is dated as of July 12, 2005 (this "Amendment") by and between Perrigo Company, a Michigan corporation (the "Buyer") and Moshe Arkin (the "Shareholder"). WHEREAS the...Nominating Agreement • July 18th, 2005 • Perrigo Co • Pharmaceutical preparations • New York
NOMINATING AGREEMENTNominating Agreement • January 22nd, 2021 • Talis Biomedical Corp • Laboratory analytical instruments • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of November 1, 2019, by and among Talis Biomedical Corporation, a Delaware corporation (the “Company”), Baker Brothers Life Sciences, L.P. (“BBLS”) and 667, L.P. (together with BBLS, the “Investor”).
NOMINATING AGREEMENTNominating Agreement • December 22nd, 2004 • Jorgensen Earle M Co /De/ • Wholesale-metals service centers & offices • Delaware
NOMINATING AGREEMENT, dated as of (this “Agreement”), by and among Earle M. Jorgensen Company a Delaware corporation (the “Company”), Kelso Investment Associates, L.P., a Delaware limited partnership (“KIA LP”), Kelso Equity Partners II, L.P., a Delaware limited partnership (“KEP II”), KIA III-Earle M. Jorgensen, L.P., a Delaware limited partnership (“KIA III-EMJ”), and Kelso Investment Associates IV, L.P., a Delaware limited partnership (together with KIA LP, KEP II and KIA III-EMJ, “Kelso”).
NOMINATING AGREEMENTNominating Agreement • November 8th, 2021 • Definitive Healthcare Corp. • Services-prepackaged software • Delaware
This Nominating Agreement (this “Agreement”), dated as of September 17, 2021, by and among Definitive Healthcare Corp., a Delaware corporation (the “Company”), and SE VII DHC AIV, L.P. (“Spectrum”).
NOMINATING AGREEMENTNominating Agreement • June 10th, 2019 • Atreca, Inc. • Pharmaceutical preparations • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of September 5, 2018, by and among Atreca, Inc., a Delaware corporation (the “Company”), Baker Brothers Life Sciences, L.P. (“BBLS”) and 667, L.P. (together with BBLS, the “Investor”).
FIRST AMENDMENT TO NOMINATING AGREEMENTNominating Agreement • April 19th, 2016 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight
This FIRST AMENDMENT TO NOMINATING AGREEMENT (this “Amendment”), dated as of April 18, 2016, is entered into by and between Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and GoldenTree Asset Management LP, a Delaware limited partnership (“GoldenTree”), acting in its capacity as investment manager or advisor to certain private investment funds and managed accounts (the “GoldenTree Funds”).
NOMINATING AGREEMENTNominating Agreement • December 3rd, 2010 • Sector Performance Fund Lp • Radiotelephone communications • Delaware
This NOMINATING AGREEMENT (this “Agreement”) is made as of November 16, 2010 by and among UniTek Global Service, Inc., a Delaware corporation (the “Company”), and those holders of capital stock of the Company listed on Exhibit A hereto (each a “Controlling Stockholder” and collectively, the “Controlling Stockholders”).
Nominating AgreementNominating Agreement • April 3rd, 2012 • Rexnord Corp • General industrial machinery & equipment
We intend to enter into an agreement with Apollo pursuant to which Apollo will have the right, at any time until Apollo no longer beneficially owns at least 50.1% of our outstanding common stock, to require us to increase the size of our board of directors by such number that, when added to the number of directors designated by Apollo, would constitute a majority of our board of directors, and to fill those vacancies with directors nominated by Apollo. Until such time as Apollo no longer beneficially owns at least 50.1% of our outstanding common stock, Apollo will have the right to nominate four designees to our board of directors. After Apollo no longer beneficially owns at least 50.1% of our outstanding common stock, but until such time as Apollo no longer beneficially owns at least 33 1/3% of our outstanding common stock, Apollo will have the right to nominate three designees to our board of directors. In addition, under our bylaws, until such time as Apollo no longer beneficially o
NOMINATING AGREEMENTNominating Agreement • February 17th, 2009 • Bridgepoint Education Inc • Services-educational services • Delaware
THIS NOMINATING AGREEMENT (this "Agreement"), of Bridgepoint Education, Inc., a Delaware corporation (the "Company") is made as of February 17, 2009, by and between the Company and Warburg Pincus Private Equity VIII, L.P. ("Warburg Pincus") to be effective as of the time of the Company's initial public offering.
NOMINATING AGREEMENTNominating Agreement • May 17th, 2011 • Webmediabrands Inc. • Services-business services, nec • Delaware
This Nominating Agreement (“Agreement”) is entered into as of May 11, 2011 (the “Effective Date”), by and between WebMediaBrands Inc., a Delaware corporation (the “Company”) and Justin L. Smith (“Smith”).
AMENDED AND RESTATED NOMINATING AGREEMENTNominating Agreement • April 23rd, 2021 • TScan Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED NOMINATING AGREEMENT (this “Agreement”), dated as of April 22, 2021, by and among TScan Therapeutics, Inc., a Delaware corporation (the “Company”), Baker Brothers Life Sciences, L.P. (“BBLS”) and 667, L.P. (“667” and together with BBLS, the “Investor”).
NOMINATING AGREEMENTNominating Agreement • March 30th, 2011 • UniTek Global Services, Inc. • Radiotelephone communications • Delaware
This NOMINATING AGREEMENT (this “Agreement”) is made as of November 16, 2010 by and among UniTek Global Service, Inc., a Delaware corporation (the “Company”), and those holders of capital stock of the Company listed on Exhibit A hereto (each a “Controlling Stockholder” and collectively, the “Controlling Stockholders”).
Juniper Networks, Inc. Sunnyvale, CA 94089Nominating Agreement • February 21st, 2014 • Juniper Networks Inc • Computer communications equipment • Delaware
This letter (this “Agreement”) constitutes the agreement between Juniper Networks, Inc., a Delaware corporation (the “Company”), Elliott Associates, L.P., a Delaware limited partnership (“Elliott Associates”), and Elliott International, L.P., a Cayman Islands limited partnership (together with Elliott Associates, the “Investors”), with respect to the matters set forth below.
NOMINATING AGREEMENTNominating Agreement • November 12th, 2015 • Affinion Group, Inc. • Services-business services, nec • Delaware
This Nominating Agreement (as it may be amended from time to time, this “Agreement”) is made as of November 9, 2015 by and between Affinion Group Holdings, Inc., a Delaware corporation (the “Company”), and Third Avenue Trust, on behalf of Third Avenue Focused Credit Fund (“Third Avenue”).
