Private Shelf Agreement Sample Contracts
EXHIBIT 4(e) February 25, 2004 Applied Industrial Technologies, Inc. One Applied Plaza Cleveland, Ohio 44115 Re: AMENDMENT TO PRIVATE SHELF AGREEMENT Ladies and Gentlemen: Reference is made to that certain Private Shelf Agreement dated as of November...Private Shelf Agreement • May 13th, 2004 • Applied Industrial Technologies Inc • Wholesale-machinery, equipment & supplies • Illinois
MATSON NAVIGATION COMPANY, INC. 555 12th Street Oakland, California 94607 Re: First Amendment to Private Shelf Agreement ------------------------------------------ Ladies and Gentlemen: Reference is made to the Private Shelf Agreement (the...Private Shelf Agreement • July 28th, 2004 • Alexander & Baldwin Inc • Water transportation
AMENDMENT NO. 4 TO PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • August 1st, 2024 • Graybar Electric Co Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
We refer to the Private Shelf Agreement, dated as of September 22, 2016 (as heretofore and as further amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), by and among Graybar Electric Company, Inc., a New York corporation (the “Company”), MetLife Investment Management Limited (“MIML”) and MetLife Investment Management, LLC (“MIM LLC”; together with MIML, “MetLife”). Unless otherwise defined herein, the terms defined in the Agreement shall be used herein as therein defined.
ContractPrivate Shelf Agreement • August 9th, 2010 • Nu Skin Enterprises Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • February 4th, 2013 • Hillenbrand, Inc. • Miscellaneous manufacturing industries • New York
TO EACH OTHER PRUDENTIAL AFFILIATE WHICH BECOMES BOUND BY THIS AGREEMENT AS HEREINAFTER PROVIDED (EACH, A “PURCHASER” AND COLLECTIVELY, THE “PURCHASERS”):
EX-10.2 3 wms-ex102_325.htm EX-10.2 EXECUTION VERSION July 9, 2018 Advanced Drainage Systems, Inc. Hilliard, OH 43026 Re: Amendment No. 1 to Second Amended and Restated Private Shelf Agreement Ladies and Gentlemen:Private Shelf Agreement • May 5th, 2020 • New York
Reference is made to that certain Second Amended and Restated Private Shelf Agreement, dated as of June 22, 2017, (the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and PGIM, Inc. (“Prudential”), the Existing Holders and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
Exhibit 10.2 AECOM Technology Corporation PRIVATE SHELF AGREEMENT up to the equivalent of $75,000,000 Senior Notes Dated as of July 6, 2001 TABLE OF CONTENTSPrivate Shelf Agreement • February 11th, 2002 • Aecom Merger Corp • New York
ROANOKE GAS COMPANY PRIVATE SHELF FACILITY PRIVATE SHELF AGREEMENT DATED SEPTEMBER 30, 2015Private Shelf Agreement • October 4th, 2017 • RGC Resources Inc • Natural gas transmisison & distribution • Virginia
To each Prudential Affiliate which becomes bound by this Agreement as hereinafter provided (each, a “Purchaser” and collectively, the “Purchasers”):
Re: Amendment No. 10 and Consent to Amended and Restated PrivatePrivate Shelf Agreement • February 22nd, 2016 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012, Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012, Amendment No. 4 to Amended and Restated Private Shelf Agreement dated April 26, 2013, Amendment No. 5 to Amended and Restated Private Shelf Agreement dated June 12, 2013, including the Supplement thereto dated June 24, 2013, Amendment No. 6 to Amended and Restated Private Shelf Agreement dated September 23, 2013, Amendment No. 7 to Amended and Restated Private Shelf Agreement dated December 31, 2013, Amendment No. 8 and Limited Waiver to Amended and Restated Private Shelf Agreement dated August 21, 2015 and Amendment No. 9 and Consent to Amended and Restated Private Shelf Agr
AMENDMENT NO. 1 TO PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • October 30th, 2018 • Graybar Electric Co Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
We refer to the Private Shelf Agreement, dated as of September 22, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), by and among Graybar Electric Company, Inc., a New York corporation (the “Company”), Metlife and each MetLife Party which becomes party to the Agreement (each, a “Purchaser” and collectively, the “Purchasers”). Unless otherwise defined herein, the terms defined in the Agreement shall be used herein as therein defined.
October 1, 2009 NU SKIN ENTERPRISES, INC. One Nu Skin Plaza Provo, Utah 84601 Attention: Chief Financial Officer Re: Consent to Covenant Compliance - Private Shelf Agreement dated as of August 26, 2003 Ladies and Gentlemen:Private Shelf Agreement • March 1st, 2010 • Nu Skin Enterprises Inc • Wholesale-drugs, proprietaries & druggists' sundries
Reference is made to (a) the Private Shelf Agreement, dated as of August 26, 2003 (as amended or otherwise modified from time to time, the "Agreement"), by and between Nu Skin Enterprises, Inc., a Delaware corporation (the "Company") and each Issuer Subsidiary (as
May 19, 2020Private Shelf Agreement • May 20th, 2020 • Hillenbrand, Inc. • Miscellaneous manufacturing industries • New York
Reference is made to the Private Shelf Agreement, dated as of December 6, 2012 (as amended by Amendment No. 1 dated as of December 15, 2014, Amendment No. 2 dated as of December 19, 2014, Amendment No. 3 dated as of March 24, 2016, Amendment No. 4 dated as of December 8, 2017, Amendment No. 5 dated as of September 4, 2019 and Amendment No. 6 dated as of January 10, 2020, the “Note Agreement”), by and among Hillenbrand, Inc., an Indiana corporation (the “Company”), PGIM, Inc. (f/k/a Prudential Investment Management, Inc.) (“Prudential”) and each Prudential Affiliate (as therein defined) that has become or becomes bound thereby. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.
ROANOKE GAS COMPANYPrivate Shelf Agreement • May 23rd, 2017 • RGC Resources Inc • Natural gas transmisison & distribution
Reference is made to the Private Shelf Agreement (as amended from time to time, the “Agreement”), dated as of September 30, 2015, between Roanoke Gas Company (the “Company”), on the one hand, and Prudential Investment Management, Inc. (“Prudential”) and each Prudential Affiliate which becomes party thereto, on the other hand. Capitalized terms used and not otherwise defined herein shall have the respective meanings specified in the Agreement.
Execution Version August 28, 2019 Herman Miller, Inc. 855 East Main Avenue Zeeland, Michigan 49464 Re: Amendment No. 2 to Private Shelf Agreement Ladies and Gentlemen: Reference is made to that certain Private Shelf Agreement dated as of December 14,...Private Shelf Agreement • August 29th, 2019 • Miller Herman Inc • Office furniture • Illinois
ADVANCED DRAINAGE SYSTEMS, INC. AMENDED AND RESTATED PRIVATE SHELF AGREEMENT PRIVATE SHELF FACILITY Dated as of September 24, 2010 Amending and Restating the Private Shelf Agreement Dated December 11, 2009Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
The undersigned, Advanced Drainage Systems, Inc., an Delaware corporation (herein called the “Company”), hereby agrees with you as set forth below. Reference is made to paragraph 10 hereof for definitions of capitalized terms used herein and not otherwise defined herein.
LAYNE CHRISTENSEN COMPANY Private Shelf Facility PRIVATE SHELF AGREEMENT Dated July 8, 2011Private Shelf Agreement • July 13th, 2011 • Layne Christensen Co • Construction - special trade contractors • New York
The Company will authorize the issue of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13) in the aggregate principal amount of $150,000,000, to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than 10 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than 10 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Note delivered pursuant to Section 2(f), and to be substantially in the form of Exhibit 1 attached hereto. The terms “Note” and “Notes” as used herein shall include each Shelf Note delivered pursuant to any provision of t
WATSCO, INC. SECOND AMENDED AND RESTATED PRIVATE SHELF AGREEMENT as of December 10, 2004Private Shelf Agreement • March 16th, 2005 • Watsco Inc • Wholesale-hardware & plumbing & heating equipment & supplies • New York
The undersigned, Watsco, Inc., a Florida corporation (the “Company”), is a party with you to that certain Private Shelf Agreement, dated as of January 31, 2000, pursuant to which the Company has issued Notes (the “2000 Agreement”) and which was amended and restated by that certain Amended and Restated Private Shelf Agreement, dated as of October 30, 2002 (as amended, modified or supplemented from time to time the “2002 Agreement”). The Company has requested and you have agreed (on the terms and subject to the conditions hereinafter set forth) to amend and restate the 2002 Agreement in its entirety as set forth herein.
TENNANT COMPANY PRIVATE SHELF AGREEMENT PRIVATE SHELF FACILITY Dated as of July 29, 2009Private Shelf Agreement • July 30th, 2009 • Tennant Co • Refrigeration & service industry machinery • Illinois
The undersigned, Tennant Company, a Minnesota corporation (herein called the “Company”), hereby agrees with you as set forth below. Reference is made to paragraph 10 hereof for definitions of capitalized terms used herein and not otherwise defined herein.
PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • May 5th, 2010 • Corn Products International Inc • Grain mill products • Illinois
Each Prudential Affiliate (as hereinafter defined) which becomes bound by certain provisions of this Agreement as hereinafter provided
July 11, 1997Private Shelf Agreement • September 24th, 1997 • Regis Corp • Services-personal services • Illinois
December 31, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012, Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012, Amendment No. 4 to Amended and Restated Private Shelf Agreement dated April 26, 2013, Amendment No. 5 to Amended and Restated Private Shelf Agreement dated June 12, 2013, including the Supplement thereto dated June 24, 2013, and Amendment No. 6 to Amended and Restated Private Shelf Agreement dated September 23, 2013 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes boun
AMENDMENT NO. 5 TO PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • October 30th, 2023 • Graybar Electric Co Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
NU SKIN ENTERPRISES, INC. MULTI-CURRENCY PRIVATE SHELF FACILITY PRIVATE SHELF AGREEMENT August 26, 2003Private Shelf Agreement • November 13th, 2003 • Nu Skin Enterprises Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
June 24, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
ContractPrivate Shelf Agreement • July 26th, 2012 • Tennant Co • Refrigeration & service industry machinery • Illinois
Re: Amendment No. 1 to Private Shelf AgreementPrivate Shelf Agreement • December 19th, 2014 • Hillenbrand, Inc. • Miscellaneous manufacturing industries • New York
Reference is made to the Private Shelf Agreement, dated as of December 6, 2012 (the “Note Agreement”), by and among Hillenbrand, Inc., an Indiana corporation (the “Company”), Prudential Investment Management, Inc. (“Prudential”) and each Prudential Affiliate (as therein defined) that has become or becomes bound thereby. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.
SECOND AMENDMENT TO PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • August 9th, 2004 • Nu Skin Enterprises Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS SECOND AMENDMENT dated as of May 18, 2004 (this “Second Amendment”) to the Multi-Currency Private Shelf Agreement dated as of August 26, 2003 (as amended to date, the “Private Shelf Facility”) is between Nu Skin Enterprises, Inc., a Delaware corporation (the “Company”), on the one hand, and Prudential Investment Management, Inc. and the holders of the Series A Senior Notes and Series B Senor Notes issued under the Private Shelf Facility that are signatories hereto (collectively, “Prudential”), on the other hand.
September 23, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012, Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012, Amendment No. 4 to Amended and Restated Private Shelf Agreement dated April 26, 2013 and Amendment No. 5 to Amended and Restated Private Shelf Agreement dated June 12, 2013, including the Supplement thereto dated June 24, 2013 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms u
April 26, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012 and Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
LETTER AMENDMENT NO. 1 TO PRIVATE SHELF AGREEMENTPrivate Shelf Agreement • June 10th, 2013 • Layne Christensen Co • Construction - special trade contractors • New York
The Company will not, and will not permit any of its Subsidiaries to, purchase, hold or acquire (including pursuant to any merger or consolidation with any Person that was not a Wholly-Owned Subsidiary prior to such merger or consolidation) any capital stock, evidences of indebtedness or other securities (including any option, warrant or other right to acquire any of the foregoing) of, make or permit to exist any loans or advances to, Guaranty any Indebtedness of, or make or permit to exist any investment or any other interest in, any other Person, or purchase or otherwise acquire (in one transaction or a series of transactions) any Person or any assets of any other Person constituting a business unit, except:
March 30, 2007Private Shelf Agreement • May 4th, 2007 • Applied Industrial Technologies Inc • Wholesale-machinery, equipment & supplies • Illinois
Reference is made to that certain Private Shelf Agreement dated as of November 27, 1996 (as amended prior to the date hereof, the “Agreement”) between Applied Industrial Technologies, Inc., an Ohio corporation formerly known as Bearings, Inc. (the “Company”), and Prudential Investment Management, Inc. (“Prudential”), pursuant to which the Company issued and sold and Prudential purchased the Company’s 6.60% Series B Notes in the original aggregate principal amount of $50,000,000, due December 8, 2007. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.
REQUEST FOR PURCHASE APPLIED INDUSTRIAL TECHNOLOGIES, INC.Private Shelf Agreement • July 2nd, 2014 • Applied Industrial Technologies Inc • Wholesale-machinery, equipment & supplies • Illinois
Reference is made to the Private Shelf Agreement (the “Agreement”), dated as of November 27, 1996, between Applied Industrial Technologies, Inc., an Ohio corporation formerly known as Bearings, Inc. (the “Company”), and Prudential Investment Management, Inc. and each Prudential Affiliate which becomes a party thereto. All terms used herein that are defined in the Agreement have the respective meanings specified in the Agreement.
ContractPrivate Shelf Agreement • March 16th, 2017
ROANOKE GAS COMPANY THIRD AMENDMENT dated as of December 6, 2022 to PRIVATE SHELF AGREEMENT dated as of September 30, 2015 and as amended by the First Amendment dated as of September 30, 2017 and further amended by the Second Amendment dated as of...Private Shelf Agreement • December 7th, 2022 • RGC Resources Inc • Natural gas transmisison & distribution
Reference is made to (i) the Private Shelf Agreement dated as of September 30, 2015 (as amended from time to time including by the First Amendment dated as of September 30, 2017 and as further amended by the Second Amendment dated as of December 6, 2019, the “Shelf Agreement”), between Roanoke Gas Company (the “Company”), on the one hand, and PGIM, Inc. (fka Prudential Investment Management, Inc.) (“Prudential”) and each Prudential Affiliate which becomes party thereto, on the other hand. Capitalized terms used in this Third Amendment (this “Third Amendment”) without definition shall have the meanings given such terms in the Shelf Agreement.
EXECUTION VERSION CHESAPEAKE UTILITIES CORPORATION $150,000,000 PRIVATE SHELF FACILITY ______________ PRIVATE SHELF AGREEMENT ______________ Dated as of October 8, 2015Private Shelf Agreement • November 5th, 2015 • Chesapeake Utilities Corp • Natural gas transmisison & distribution • New York