Standard Contracts
By: Name: Title: TRUST: CNF TRANSPORTATION INC. THRIFT AND STOCK TRUST, acting by and through T. Rowe Price Trust Company, not in its individual capacity, but solely as directed trustee under the CNF Plan Documents referred to in the Note AgreementNote and Guarantee Agreement • August 13th, 2003 • CNF Inc • Trucking (no local) • New York
FIRSTSERVICE CORPORATION FIRSTSERVICE DELAWARE, LP AMENDED AND RESTATED NOTE AND GUARANTEE AGREEMENT Dated as of January 16, 2013 U.S.$100,000,000 5.44% Guaranteed Senior Secured Notes due April 1, 2015Note and Guarantee Agreement • January 18th, 2013 • Firstservice Corp • Real estate • New York
Tab A: Schedule A -- Information Relating to Existing Noteholders Tab B: Schedule B -- Defined Terms Tab C: Schedule C -- Unrestricted Entities Schedule D -- Immaterial Subsidiaries Schedule E -- Excluded Subsidiaries Tab D: Schedule 4.9 -- Change in Corporate Structure Schedule 5.3 -- Disclosure Materials Schedule 5.4(a) -- Subsidiaries and Ownership of Subsidiary Stock Schedule 5.4(b) -- Company Organizational Chart Schedule 5.4(c) -- Directors and Senior Officers Schedule 5.4(d) -- Restrictive Agreements Schedule 5.5 -- Financial Statements Schedule 5.8 -- Certain Litigation Schedule 5.11 -- Patents, etc. Schedule 5.15 -- Existing Indebtedness/Liens Schedule 5.21 -- Security Documents Tab E: Exhibit 1 -- Form of Amended and Restated 5.44% Guaranteed Senior Secured Note due April 1, 2015 Exhibit 1-A -- Form of Amended and Restated Guarantee Endorsement Tab F: Exhibit 4.4(a)(i) -- Form of Opinion of U.S. Counsel for the Obligors and the Subsidiary Guarantors Tab G: Exhibit 4.4(a)(ii)
SECOND AMENDMENT Dated as of December 21, 2020 to NOTE AND GUARANTEE AGREEMENT Dated as of December 20, 2016Note and Guarantee Agreement • December 23rd, 2020 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York
SUNSTONE HOTEL PARTNERSHIP, LLC, a Delaware limited liability company (the “Issuer”), and SUNSTONE HOTEL INVESTORS, INC., a Maryland corporation (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:
AMCOR LIMITED AMCOR FINANCE (USA), INC. 3.44% Series A Guaranteed Senior Notes due 2015 5.00% Series B Guaranteed Senior Notes due 2020Note and Guarantee Agreement • March 12th, 2019 • Amcor PLC • Miscellaneous manufacturing industries • New York
AMCOR FINANCE (USA), INC., a Delaware corporation (the “Company” (as such term is further defined in Schedule B)), and AMCOR LIMITED (ABN 62 000 017 372), a company incorporated under the laws of the State of New South Wales, Commonwealth of Australia (the “Guarantor” (as such term is further defined in Schedule B) and, together with the Company, the “Obligors”), jointly and severally agree with each of the purchasers whose names appear in the acceptance form at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
AMCOR LIMITED AMCOR FINANCE (USA), INC. U.S.$850,000,000 5.38% Series A Guaranteed Senior Notes due 2016 5.69% Series B Guaranteed Senior Notes due 2018 5.95% Series C Guaranteed Senior Notes due 2021Note and Guarantee Agreement • June 27th, 2019 • Amcor PLC • Miscellaneous manufacturing industries • New York
AMCOR FINANCE (USA), INC., a Delaware corporation (the “Company” (as such term is further defined in Schedule B)), and AMCOR LIMITED (ABN 62 000 017 372), a company incorporated under the laws of the State of New South Wales, Commonwealth of Australia (the “Guarantor” (as such term is further defined in Schedule B) and, together with the Company, the “Obligors”), jointly and severally agree with each of the purchasers whose names appear in the acceptance form at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
SUNSTONE HOTEL PARTNERSHIP, LLC SUNSTONE HOTEL INVESTORS, INC. 4.69% Series A Guaranteed Senior Notes due January 10, 2026 4.79% Series B Guaranteed Senior Notes due January 10, 2028Note and Guarantee Agreement • February 23rd, 2017 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York
SUNSTONE HOTEL PARTNERSHIP, LLC, a Delaware limited liability company (the “Issuer”), and SUNSTONE HOTEL INVESTORS, INC., a Maryland corporation (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:
Sunstone Hotel Partnership, Llc Sunstone Hotel Investors, Inc. Fourth Amendment And ConsentNote and Guarantee Agreement • November 26th, 2021 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York
Sunstone Hotel Partnership, LLC, a Delaware limited liability company (the “Issuer”), and Sunstone Hotel Investors, Inc., a Maryland corporation (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:
THIRD AMENDMENT TO AMENDED AND RESTATED NOTE AND GUARANTEE AGREEMENTNote and Guarantee Agreement • June 21st, 2022 • FirstService Corp • Real estate • New York
This THIRD AMENDMENT TO AMENDED AND RESTATED NOTE AND GUARANTEE AGREEMENT, dated as of June 14, 2022 and made effective as at and from such date (this “Amendment”), is among FIRSTSERVICE CORPORATION, a company incorporated under the laws of Ontario, Canada (together with its successors and assigns, the “Company”), and each of the Noteholders (as such term is defined below).
THE RANK GROUP PLC RANK GROUP FINANCE PLC U.S.$750,000,000 Shelf Amount Guaranteed Senior Notes Issuable in Series U.S.$482,000,000 Floating Rate Series 2003-1 Tranche A Guaranteed Senior Notes due 2007 5.39% Series 2003-1 Tranche B Guaranteed Senior...Note and Guarantee Agreement • June 12th, 2003 • Rank Group PLC /Eng • Services-amusement & recreation services • New York
RANK GROUP FINANCE PLC, a company incorporated under the laws of England and Wales (the “Company”), and THE RANK GROUP PLC, a company incorporated under the laws of England and Wales (the “Guarantor” and, together with the Company, the “Obligors”), agree with each of the purchasers whose names appear in the acceptance form at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
Note and Guarantee AgreementNote and Guarantee Agreement • July 21st, 2005 • United America Indemnity, LTD • Fire, marine & casualty insurance • New York
Sunstone Hotel Partnership, LLC Sunstone Hotel Investors, Inc. Third Amendment Dated as of July 2, 2021 to Note and Guarantee Agreement Dated as of December 20, 2016 Re:$120,000,000 4.69% Series A Guaranteed Senior Notes due January 10, 2026...Note and Guarantee Agreement • July 8th, 2021 • Sunstone Hotel Investors, Inc. • Hotels & motels • New York
This Third Amendment dated as of July 2, 2021 (this “Amendment”) is entered into by and among Sunstone Hotel Partnership, LLC, a Delaware limited liability company (the “Issuer”), and Sunstone Hotel Investors, Inc., a Maryland corporation (the “Parent Guarantor” and, together with the Issuer, collectively the “Constituent Companies” and individually each a “Constituent Company”), and each of the institutional investors listed on the signature pages hereto (collectively, the “Noteholders”).
KILROY REALTY CORPORATION KILROY REALTY, L.P. 5.72% Series A Guaranteed Senior Notes due 2010 6.45% Series B Guaranteed Senior Notes due 2014 NOTE AND GUARANTEE AGREEMENT Dated as of August 4, 2004Note and Guarantee Agreement • August 11th, 2004 • Kilroy Realty Corp • Real estate investment trusts • Michigan
KILROY REALTY, L.P., a Delaware limited partnership (the “Company”), and KILROY REALTY CORPORATION, a Maryland corporation (the “Guarantor” and, together with the Company, the “Obligors”), agree with each of the purchasers whose names appear in the acceptance form at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
Education Realty Operating Partnership, LP Education Realty Trust, Inc. 4.22% Series A Guaranteed Senior Notes due August 31, 2029 4.30% Series B Guaranteed Senior Notes due August 31, 2032 Note and Guarantee Agreement Dated as of August 31, 2017Note and Guarantee Agreement • August 31st, 2017 • Education Realty Operating Partnership L P • Investors, nec • New York
Education Realty Operating Partnership, LP, a Delaware limited partnership (the “Issuer”), and Education Realty Trust, Inc., a Maryland corporation (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), agree with each of the Purchasers as follows:
FIRSTSERVICE CORPORATION AMENDED AND RESTATED NOTE AND GUARANTEE AGREEMENT Dated as of June 1, 2015 U.S.$150,000,000 Amended and Restated Guaranteed Senior Secured Notes due January 16, 2025Note and Guarantee Agreement • June 10th, 2015 • FirstService Corp • Real estate • New York
Tab A: Schedule A -- Information Relating to Existing Noteholders Tab B: Schedule B -- Defined Terms Tab C: Schedule C -- Unrestricted Entities Tab D: Schedule 5.3 -- Disclosure Materials Schedule 5.4(a) -- Subsidiaries and Ownership of Subsidiary Stock Schedule 5.4(b) -- Company Organizational Chart Schedule 5.4(c) -- Directors and Senior Officers Schedule 5.4(d) -- Restrictive Agreements Schedule 5.5 -- Financial Statements Schedule 5.8 -- Certain Litigation Schedule 5.11 -- Patents, etc. Schedule 5.15 -- Existing Indebtedness/Liens Schedule 5.21 -- Security Documents Schedule 9.7 -- Intercompany Debt and Security Documents Schedule 9.11 -- Post-Closing Obligations Tab E: Exhibit 1 -- Form of Amended and Restated Guaranteed Senior Secured Note due January 16, 2025 Tab F: Exhibit 4.4(a)(i) -- Form of Opinion of U.S. Counsel for the Company and the Guarantors Tab G: Exhibit 4.4(a)(ii) -- Form of Opinion of Canadian Counsel for the Company and the Guarantors Tab H: Exhibit 4.4(a)(iii) -
