Sc-14d1-a Sample Contracts
364-DAYCredit Agreement • June 11th, 1999 • U S West Inc /De/ • Telephone communications (no radiotelephone) • New York
AMONG INTERNATIONAL TECHNOLOGY CORPORATION IT CORPORATION AND IT-OHIO, INC. AS BORROWERSCredit Agreement • February 27th, 1998 • International Technology Corp • Hazardous waste management • New York
Exhibit c(6) AMENDMENT TO THE STOCK PURCHASE AGREEMENT AMENDMENT TO THE STOCK PURCHASE AGREEMENT (this "Amendment"), dated as of August 24, 1999, by and among KONINKLIJKE AHOLD N.V., a company organized under the laws of the Netherlands ("Parent"),...Stock Purchase Agreement • August 27th, 1999 • Royal Ahold • Retail-grocery stores • New York
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 11th, 1999 • Rohm & Haas Co • Plastic materials, synth resins & nonvulcan elastomers • Indiana
AMONGMerger Agreement • November 25th, 1998 • Markel Corp • Fire, marine & casualty insurance • New York
U S WEST CAPITAL FUNDING, Inc., Issuer, U S WEST, Inc., Guarantor and The First National Bank of Chicago, Trustee INDENTURE Dated as of June 29, 1998Indenture • June 11th, 1999 • U S West Inc /De/ • Telephone communications (no radiotelephone) • New York
Omega Healthcare Investors, Inc. and Madison/OHI Liquidity Investors, LLCLoan Agreement • February 9th, 1999 • Madison Liquidity Investors 104 LLC • Cable & other pay television services • New York
REVOLVINGRevolving Credit Agreement • August 20th, 1999 • Quebecor Printing Inc • Commercial printing • New York
LAVRA, INC. 245 FISCHER AVENUE, SUITE D-1 COSTA MESA, CA 92626Purchase Agreement • January 17th, 1997 • Arv Assisted Living Inc • Services-nursing & personal care facilities
BETWEENMerger Agreement • July 30th, 1997 • Three Rivers Acquisition Corp • Services-medical laboratories • Delaware
AMENDMENT NO. 1 THIS AMENDMENT NO. 1 (this "Amendment"), dated as of September 9, 1996 (the "Amendment Effective Date"), by and among REVCO D.S., INC., a Delaware corporation ("Revco"), the undersigned Lenders, BANQUE PARIBAS, a French banking...Credit Agreement • October 15th, 1996 • Revco D S Inc • Retail-drug stores and proprietary stores
EXHIBIT (Z)(2) AGREEMENT OF JOINT FILING Broad River Properties, L.L.C., Insignia Properties, L.P., Insignia Properties Trust, Insignia Financial Group, Inc. and Andrew L. Farkas hereby agree that the Statement on Schedule 13D to which this agreement...Joint Filing Agreement • June 22nd, 1998 • Broad River Properties L L C • Real estate
Broad River Properties, L.L.C., Insignia Properties, L.P., Insignia Properties Trust, Insignia Financial Group, Inc. and Andrew L. Farkas hereby agree that the Statement on Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(f)(1)(iii) under the Securities Exchange Act of 1934, as amended.
2- 3 there exists any default or event of default under any provision of any agreement relating to the Senior Debt (a "Blocking Event").Loan Agreement • September 14th, 1999 • Teva Pharmaceutical Industries Limited • Pharmaceutical preparations • New York
Exhibit(c)(4) AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF REORGANIZATION This Amendment No. 1, dated as of June 6, 1997 (this "Amendment"), is hereby entered into by and among VSP Holdings, Inc., a Delaware corporation (the "Acquiror"), VSP...Agreement and Plan of Reorganization • June 9th, 1997 • Incentive Ab • Services-misc health & allied services, nec • California
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to Agreement and Plan of Merger ("AMENDMENT"), dated as of April 7, 2000, is entered into by and among MH Millennium Holdings LLC, a Delaware limited liability company, located at...Agreement and Plan of Merger • April 11th, 2000 • Mh Millennium Holdings LLC • Wholesale-drugs, proprietaries & druggists' sundries • California
SETTLEMENT AGREEMENT SETTLEMENT AGREEMENT, dated as of October 13, 1998 (the "Agree ment"), by and among American Bankers Insurance Group, Inc., a Florida corporation ("ABIG"), Cendant Corporation, a Delaware corporation ("Cendant"), and Season...Settlement Agreement • October 14th, 1998 • Cendant Corp • Services-personal services • Delaware
RECITALSIndemnification Agreement • December 15th, 1997 • Startt Acquisition Inc & Startt Acquisition LLC • Operative builders • New York
ASSIGNMENT AND ASSUMPTION AGREEMENT ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of February 17, 2000 (this "Agreement"), by and among Gleason Corporation, a Delaware corporation (the "Company"), Torque Acquisition Co., L.L.C., a Delaware limited...Assignment and Assumption Agreement • February 18th, 2000 • Torque Acquisition Co LLC • Machine tools, metal cutting types • Delaware
RECITALSShareholder Agreement • January 21st, 1999 • Compaq Interests Inc • Electronic computers
Amendment No. 3 to Agreement dated March 6, 1998Agreement • July 17th, 1998 • American Real Estate Holdings L P • Real estate
TIA Sections Indenture Sections ------------ ------------------Indenture • October 24th, 1997 • Genesis Eldercare Acquisition Corp • Services-skilled nursing care facilities • New York
by and amongCredit Agreement • August 18th, 1998 • Cooper River Properties LLC • Real estate • South Carolina
UNITED PAN-EUROPE COMMUNICATIONS N.V. $800,000,000 10.875% SENIOR NOTES DUE 2009 E300,000,000 10.875% SENIOR NOTES DUE 2009 $735,000,000 12.5% SENIOR DISCOUNT NOTES DUE 2009 PURCHASE AGREEMENTPurchase Agreement • July 29th, 1999 • Bison Acquisition Corp • Cable & other pay television services
JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing on Schedule 13D (including amendments thereto) with respect to the common stock,...Joint Filing Agreement • October 5th, 1998 • Dow Chemical Co /De/ • Chemicals & allied products
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.001 per share of Mycogen Corporation, a California corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making such filings, unless such person knew or had reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
INTERVOICE, INC. 17811 WATERVIEW PARKWAY DALLAS, TEXAS 75252 May 10, 1999 To Stockholders of Brite Voice Systems, Inc.: INTERVOICE ACQUISITION SUBSIDIARY III, INC., a Nevada corporation (the "Purchaser") and a wholly owned subsidiary of InterVoice,...Acquisition Agreement • May 10th, 1999 • Intervoice Inc • Telephone & telegraph apparatus
EXHIBIT (B)(10) FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (the "Amendment"), made as of this 5th day of February, 1996 among Kuhlman Corporation, a Delaware corporation (the "Borrower"), NationsBank, N.A. (South)...Credit Agreement • February 12th, 1996 • Kuhlman Corp • Power, distribution & specialty transformers • Georgia
EXHIBIT (c)(3) EMPLOYMENT AGREEMENT -------------------- THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of this 8th day of July, 1997, by and between Price Communications Wireless, Inc. ("PCW"), a Delaware corporation formerly known as...Employment Agreement • September 15th, 1997 • Price Communications Corp • Television broadcasting stations • Florida
AMENDMENT NO. 1 TO MERGER AGREEMENT THIS AMENDMENT NO. 1 TO MERGER AGREEMENT (this "AMENDMENT"), dated as of November 23, 1999, by and between COMPAGNIE GENERALE DE GEOPHYSIQUE, a French societe anonyme (the "Parent"), SERCEL ACQUISITION CORP., a...Merger Agreement • November 23rd, 1999 • General Geophysics Co • Oil & gas field exploration services • New York
July 15, 1997 1888 Limited Partnership DST Systems, Inc. The Bank of New York, as Escrow Agent Reference is made to that certain "Sellers" Escrow Agreement dated as of June 11, 1997 ("Escrow Agreement"), among Sellers, Buyer and the Escrow Agent....Escrow Agreement • July 17th, 1997 • FMCC Acquisition Corp • Security brokers, dealers & flotation companies
DRAFT OF DECEMBER 13, 1999 AWS ACQUISITION CORP. FORM OF CREDIT AGREEMENT dated as of December 13, 1999 BANK HAPOALIM B.M., NEW YORK BRANCH as Administrative AgentCredit Agreement • December 13th, 1999 • Tefron LTD • Women's, misses', children's & infants' undergarments • New York
RECITALSCredit Agreement • March 7th, 1996 • Danaher Corp /De/ • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
Exhibit (b)(2) AMENDMENT AND RESTATEMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT AND RESTATEMENT NO. 2 TO CREDIT AGREEMENT (this "Amendment and Restatement") dated as of October 23, 1997 among CARPENTER TECHNOLOGY CORPORATION (the "Borrower"), the BANKS...Credit Agreement • October 27th, 1997 • Score Acquisition Corp • Steel works, blast furnaces & rolling mills (coke ovens) • New York
Execution Copy AMENDED AND RESTATED STOCKHOLDER AGREEMENT AMENDED AND RESTATED STOCKHOLDER AGREEMENT (this "Agreement"), dated as of October 12, 1997, among WALLACE COMPUTER SERVICES, INC., a Delaware corporation ("Parent"), GREENWICH ACQUISITION...Stockholder Agreement • October 17th, 1997 • Wallace Computer Services Inc • Manifold business forms • Georgia
WAIVER AND AMENDMENT NO. 12 to RECEIVABLES PURCHASE AGREEMENTSReceivables Purchase Agreement • June 25th, 1999 • Georgia Pacific Corp • Lumber & wood products (no furniture) • New York
Exhibit (c)(5) LEHIGH TAX CREDIT PARTNERS L.L.C. 625 MADISON AVENUE NEW YORK, NEW YORK 10022Letter Agreement • April 24th, 1997 • Lehigh Tax Credit Partners LLC • Real estate • New York