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- S-4/A Registration of securities issued in business combination transactions
- 2.1 Purchase & Sales Agreement
- 2.2 Letter Agreement
- 2.3 Amendment No. 3 to Purchase and Sale Agreement, Dated As of August 27,2007
- 3.1 Certification of Incorporation of HD Supply, Inc.
- 3.2 By-laws of HD Supply, Inc.
- 3.3 Amended and Restated Certificate of Incorporation of Brafasco Holdings II, Inc
- 3.4 By-laws of Brafasco Holdings II, Inc.
- 3.5 Corrected Certificate of Incorporation of Brafasco Holdings, Inc.
- 3.6 By-laws of Brafasco Holdings, Inc.
- 3.7 Certificate of Incorporation of Cox Lumber Co.
- 3.8 Second Amended and Restated By-laws of Cox Lumber Co.
- 3.9 Certificate of Incorporation of Creative Touch Interiors, Inc.
- 3.10 By-laws of Creative Touch Interiors, Inc.
- 3.11 Certificate of Formation of HD Builder Solutions Group, LLC
- 3.12 Limited Liability Company Agreement of HD Builder Solutions Group, LLC
- 3.13 Amended and Restated Certificate of Incorporation of HD Supply Construction
- 3.14 By-laws of HD Supply Construction Supply Group, Inc.
- 3.15 Certificate of Limited Partnership of HD Supply Construction Supply, LTD.
- 3.16 Amended and Restated Agreement of Limited Partnership of HD Supply Construction
- 3.17 Certificate of Formation of HD Supply Distribution Services, LLC
- 3.18 Amended and Restated Limited Liability Company Agreement of HD Supply
- 3.19 Certificate of Limited Partnership of HD Supply Electrical, LTD.
- 3.20 Amended and Restated Agreement of Limited Partnership of HD Supply Electrical
- 3.21 Certificate of Incorporation of HD Supply Facilities Maintenance Group
- 3.22 By-laws of HD Supply Facilities Maintenance Group, Inc.
- 3.23 Certificate of Limited Partnership of HD Supply Facilities Maintenance, LTD.
- 3.24 Amended and Restated Agreement of Limited Partnership of HD Supply Facilities
- 3.25 Restated Articles of Incorporation of HD Supply Fasteners & Tools, Inc.
- 3.26 Restated By-laws of HD Supply Fasteners & Tools, Inc.
- 3.27 Certificate of Incorporation of HD Supply GP & Management, Inc.
- 3.28 Amended and Restated By-laws of HD Supply GP & Management, Inc.
- 3.29 Articles of Organization of HD Supply Holdings, LLC
- 3.30 Amended and Restated Operating Agreement of HD Supply Holdings, LLC
- 3.31 Articles of Incorporation of HD Supply Management, Inc.
- 3.32 By-laws of HD Supply Management, Inc.
- 3.33 Certificate of Incorporation of HD Supply Plumbing/hvac Group, Inc.
- 3.34 By-laws of HD Supply Plumbing/hvac Group, Inc.
- 3.35 Certificate of Limited Partnership of HD Supply Plumbing/hvac, Inc.
- 3.36 Amended and Restated Agreement of Limited Partnership of HD Supply Plumbing/hvac
- 3.37 Certificate of Formation of HD Supply Repair & Remodel, LLC
- 3.38 Amended and Restated Limited Liability Company Agreement of HD Supply Repair
- 3.39 Restated Certificate of Incorporation of HD Supply Support Services, Inc.
- 3.40 Amended and Restated By-laws of HD Supply Support Services, Inc.
- 3.41 Certificate of Incorporation of HD Supply Utilities Group, Inc.
- 3.42 By-laws of HD Supply Utilities Group, Inc.
- 3.43 Certificate of Limited Partnership of HD Supply Utilities, LTD.
- 3.44 Amended and Restated Agreement of Limited Partnership of HD Supply Utilities
- 3.45 Amended and Restated Certificate of Incorporation of HD Supply Waterworks Group
- 3.46 Amended and Restated By-laws of HD Supply Waterworks Group, Inc.
- 3.47 Certificate of Limited Partnership of HD Supply Waterworks Group, LTD.
- 3.48 Amended and Restated Agreement of Limited Partnership of HD Supply Waterworks
- 3.49 Articles of Organization of HDS Ip Holding, LLC
- 3.50 Operating Agreement of HDS Ip Holding, LLC
- 3.51 Certificate of Incorporation of Hsi Ip, Inc.
- 3.52 Amended and Restated By-laws of Hsi Ip, Inc.
- 3.53 Articles of Organization of Madison Corner, LLC
- 3.54 Operating Agreement of Madison Corner, LLC
- 3.55 Articles of Organization of Park-emp, LLC
- 3.56 Operating Agreement of Park-emp, LLC
- 3.57 Certificate of Formation of Provalue, LLC
- 3.58 Limited Liability Company Agreement of Provalue, LLC
- 3.59 Amended and Restated Certificate of Limited Partnership of Southwest Stainless
- 3.60 Amended and Restated Agreement of Limited Partnership of Southwest Stainless L.P
- 3.61 Certificate of Incorporation of Sunbelt Supply Canada, Inc.
- 3.62 By-laws of Sunbelt Supply Canada, Inc.
- 3.63 Articles of Incorporation of Utility Supply of America, Inc.
- 3.64 Amended and Restated By-laws of Utility Supply of America, Inc.
- 3.65 Certificate of Incorporation of White Cap Construction Supply, Inc.
- 3.66 By-laws of White Cap Construction Supply, Inc.
- 3.67 Certificate of Formation of Williams Bros. Lumber Comapany, LLC
- 3.68 Amended and Restated Limited Liability Company Agreement of Williams Bros.
- 3.69 Articles of Incorporation of World-wide Travel Network, Inc.
- 3.70 By-laws of World-wide Travel Network, Inc.
- 4.1 Indenture, Dated As of August 30, 2007
- 4.2 Merger Supplemental Indenture
- 4.3 Supplemental Indenture In Respect of Subsidiary Guarantee
- 4.4 Third Supplemental Indenture
- 4.5 Indenture, Dated As of August 30, 2007
- 4.6 Merger Supplemental Indenture
- 4.7 Supplemental Indenture In Respect of Subsidiary Guarantee
- 4.8 Third Supplemental Indenture
- 4.11 Exchange and Registration Rights Agreement
- 4.12 Exchange and Registration Rights Agreement
- 5.1 Opinion of Debevoise & Plimpton LLP
- 5.2 Opinion of Holland & Hart LLP
- 5.3 Opinion of Holland & Knight LLP
- 5.4 Opinion of Morris, Nichols, Arsht & Tunnell LLP
- 5.5 Opinion of Dykema Gossett PLLC
- 10.1 Credit Agreement Among HDS Acquisition Subsidiary, Inc.
- 10.2 Amend and Waiver NO.1 to the Credit Agreement Among HD Supply, Inc.
- 10.3 Amend #2 to the Credit Agreement Among HD Supply, Inc.
- 10.4 Abl Credit Agreement Among HDS Acquisition Subsidiary, Inc,
- 10.5 Amend and Waiver NO.1 to Abl Credit Agreement
- 10.6 Amend #2 to Abl Credit Agreement
- 10.7 Abl Joinder Agreement
- 10.8 Intercreditor Agreement
- 10.9 Amend #1 to Intercreditor Agreement
- 10.10 Guarantee and Reimbursement Agreement
- 10.11 Guarantee and Collateral Agreement
- 10.12 Amend #1 to Guarantee and Collateral Agreement
- 10.13 U.S. Guarantee and Collateral Agreement
- 10.14 Amend #1 to U.S. Guarantee and Collateral Agreement
- 10.15 Canadian Guarantee and Collateral Agreement
- 10.16 Amend #1 to Canadian Guarantee and Collateral Agreement
- 10.17 Holding Pledge Agreement
- 10.18 Abl Holding Pledge Agreement
- 10.19 Notice of Grant of Security Interest In Patents
- 10.20 Grant of Security Interest In Copyrights
- 10.21 Notice of Grant of Security Interest In Trademarks
- 10.22 Abl Notice of Grant of Security Interest In Patents
- 10.23 Abl Grant of Security Interest In Copyrights
- 10.24 Abl Notice of Grant of Security Interest In Trademarks
- 10.25 Abl Notice of Grant of Security Interest In Canadian Trademarks
- 10.26 Pledge of Bond Agreement
- 10.27 Amendment No. 1 to Pledge of Bond Agreement
- 10.28 Deed of Hypothec and Issue of Bonds
- 10.29 HD Supply Canada, Inc. Demand Bond and Endorsement
- 10.30 HD Supply Management Incentive Plan
- 10.32 HDS Investment Holding, Inc. Stock Incentive Plan
- 10.33 Letter Agreement with Mark Jamieson
- 10.34 Home Depot Retention Agreement with Joseph Deangelo
- 10.35 Home Depot Retention Agreement with Anesa Chaibi
- 10.36 Home Depot Retention Agreement with Thomas Lazzaro
- 10.37 Tax Sharing Agreement
- 10.38 Strategic Purchase Agreement
- 10.39 Consulting Agreement
- 10.40 Consulting Agreement
- 10.41 Consulting Agreement
- 10.42 Indemnification Agreement
- 10.43 Indemnification Agreement
- 10.44 Indemnification Agreement
- 10.45 Indemnification Agreement
- 12.1 Computation of Ratio of Earnings to Fixed Charges
- 18.1 Preferability Letter
- 21.1 List of Subsidiaries
- 23.1 Consent of Pricewaterhousecoopers LLP
- 23.2 Consent of KPMG LLP
- 25.1 Statement of Eligibility of Wells Fargo Bank, National Association on Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Instruction to Registered Holder
- 99.4 Letter of KPMG LLP
- COVER Cover
- CORRESP Corresp
- 30 Sep 13 Registration of securities issued in business combination transactions
- 23 Jan 13 Registration of securities issued in business combination transactions
- 27 Nov 12 Registration of securities issued in business combination transactions
- 10 Jul 09 Registration of securities issued in business combination transactions (amended)
- 5 Jun 09 Registration of securities issued in business combination transactions
Exhibit 3.29
ARTICLES OF AMENDMENT
TO THE ARTICLES OF ORGANIZATION
OF
HUGHES HOLDINGS, LLC
(a Florida limited liability company)
FIRST: The name of the limited liability company is HUGHES HOLDINGS, LLC.
SECOND: The date of filing of the articles of organization was November 19, 2004.
THIRD: The following amendment to the articles of organization was adopted by the limited liability company:
Article I shall be deleted in its entirety and replaced with the following:
“ARTICLE I. NAME
The name of the limited liability company is: HD Supply Holdings, LLC.”
IN WITNESS WHEREOF, the undersigned has executed this instrument as of the 24th day of October, 2006.
Hughes GP and Management, Inc., as Manager | ||
By: | /s/ David Bearman | |
David Bearman, Vice President |
ARTICLES OF ORGANIZATION FOR
HUGHES HOLDINGS, LLC
(a Florida limited liability company)
The undersigned representative of a Member, desiring to form a limited liability company under and pursuant to the Florida Limited Liability Company Act, Chapter 608, Florida Statutes, does hereby adopt the following Articles of Organization:
ARTICLE I. NAME
The name of the limited liability company is: Hughes Holdings, LLC.
ARTICLE II. ADDRESS
The mailing address and street address of the principal office of the Company is:
One Hughes Way
Orlando, FL 32805
ARTICLE III. DURATION
The period of duration for the Company shall be perpetual, unless terminated in accordance with the Company’s Operating Agreement or by the unanimous written agreement of all Members.
ARTICLE IV. INITIAL REGISTERED AGENT AND OFFICE
The name and street address of the initial registered agent of the Company are:
Corporation Service Company
1201 Hayes Street
Tallahassee, FL 32301
ARTICLE V. MANAGEMENT
The business of the Company shall be conducted, carried on, and managed by no fewer than one (1) Manager, who shall be elected by the Members of the Company in the manner prescribed by and provided in the Operating Agreement of the Company. Therefore, the Company is a manager-managed company. Such Manager(s) shall also have the rights and responsibilities described in the Operating Agreement of the Company.
ARTICLE VI. OPERATING AGREEMENT
The power to adopt, alter, amend, or repeal the Operating Agreement of the Company shall be vested in the Members of the Company.
/s/ Glenn A. Adams |
Glenn A. Adams |
Authorized Representative of a Member |
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