Maynard, Cooper & Gale Sample Contracts

EXHIBIT 1.1 UNDERWRITING AGREEMENT (Debt Securities)
Underwriting Agreement • December 14th, 2001 • Torchmark Corp • Life insurance • New York
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1 EXHIBIT 2.4 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 11th, 1998 • STC Broadcasting Inc • Television broadcasting stations • New York
EXHIBIT 4.5 AMENDED AND RESTATED CREDIT AGREEMENT DATED FEBRUARY 1, 1999
Credit Agreement • February 8th, 1999 • Wall Street Deli Inc • Retail-eating places • Alabama
AMONG BOOKS-A-MILLION, INC. AND ITS SUBSIDIARIES, AS BORROWERS AND
Credit Agreement • September 17th, 2002 • Books a Million Inc • Retail-miscellaneous shopping goods stores • Georgia
as
Receivables Purchase Agreement • March 26th, 2001 • Torchmark Corp • Life insurance • Illinois
AMONG
Credit Agreement • March 13th, 2001 • Rohn Industries Inc • Miscellaneous fabricated metal products • Illinois
RECITALS
Credit Agreement • November 14th, 2001 • Boyd Bros Transportation Inc • Trucking (no local) • Alabama
BACKGROUND
Forbearance Agreement • April 17th, 2001 • Response Oncology Inc • Services-offices & clinics of doctors of medicine • Tennessee
AND
Employment Agreement • October 23rd, 2003 • Indian River Banking Company • National commercial banks • Delaware
AMONG RESPONSE ONCOLOGY, INC. AND CERTAIN AFFILIATES, AS BORROWERS AND
Credit Agreement • August 16th, 1999 • Response Oncology Inc • Services-specialty outpatient facilities, nec • Tennessee
AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 15th, 2004 • Protective Life Insurance Co • Life insurance • Alabama

THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 30, 2004 (“this Agreement”) is entered into by and among PROTECTIVE LIFE CORPORATION, a Delaware corporation (“PLC”), PROTECTIVE LIFE INSURANCE COMPANY, a Tennessee corporation (“PLICO”; PLC and PLICO are together referred to as the “Borrowers”), AMSOUTH BANK, an Alabama banking corporation (“AmSouth”), and the various lenders identified on the signature pages hereto (collectively, with all other persons that may from time to time hereafter become Lenders hereunder by execution of an Assignment and Acceptance, the “Lenders”), and AMSOUTH BANK, in its capacity, as Agent for the Lenders (the “Agent”).

CREDIT AGREEMENT
Credit Agreement • June 18th, 1997 • Metromedia International Group Inc • Services-motion picture & video tape production • Alabama
Between
Credit Agreement • April 13th, 1998 • Morrison Restaurants Inc /Ga • Retail-eating places • Alabama
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 13th, 2007 • Knobias, Inc. • Investment advice • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 6, 2007, among Knobias, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

EXHIBIT 1.1 UNDERWRITING AGREEMENT (Trust Preferred Securities)
Underwriting Agreement • November 2nd, 2001 • Torchmark Corp • Life insurance • New York
FORWARD PURCHASE AGREEMENT
Forward Purchase Agreement • November 1st, 2021 • Chain Bridge I • Blank checks • New York

This Forward Purchase Agreement (this “Agreement”) is entered into as of November 1, 2021, between CHAIN BRIDGE I, a Cayman Islands exempted company (the “Company”), and Franklin strategic series - Franklin Growth Opportunities Fund, a Delaware statutory trust (the “Purchaser”).

SUBORDINATED NOTE PURCHASE AGREEMENT
Subordinated Note Purchase Agreement • October 4th, 2021 • First Us Bancshares, Inc. • State commercial banks • New York

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of October 1, 2021, and is made by and among First US Bancshares, Inc., a Delaware corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

RECITALS
Limited Guaranty Agreement • March 31st, 1998 • Metromedia International Group Inc • Services-motion picture & video tape production
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COMMON STOCK ($0.001 PAR VALUE)
Computer Programs & Systems Inc • April 30th, 2002 • Services-computer programming services • Tennessee
EMPLOYMENT AGREEMENT
Employment Agreement • April 29th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware

THIS EMPLOYMENT AGREEMENT by and between Warrior Met Coal, Inc. (the “Company”), and Charles Lussier (“Executive”) (collectively, the “Parties”) is entered into as of March 1, 2020 (the “Effective Date”).

AGREEMENT AND PLAN OF MERGER by and among SKYLINE MEDICAL INC. Skyline Cyto Acquisition, Inc., CYTOBIOSCIENCE, INC., and ALAN DEAN, AS STOCKHOLDER REPRESENTATIVE Dated as of August 9, 2017
Agreement and Plan of Merger • August 11th, 2017 • Skyline Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 9, 2017, by and among Skyline Medical Inc., a Delaware corporation (“Parent”), Skyline Cyto Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), CytoBioscience, Inc. a Delaware corporation (the “Company”), and Alan Dean, in his capacity as Stockholder Representative. Certain capitalized terms used in this Agreement are defined in Exhibit A.

AGREEMENT OF MERGER AND
Agreement of Merger And • March 23rd, 2018 • WESTMOUNTAIN Co • Investors, nec • Colorado

THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION is made and entered into on March 19, 2018, by and among WESTMOUNTAIN COMPANY, a Colorado corporation ("Parent"), WASM ACQUISITION CORP., a Colorado corporation ("Acquisition Corp."), which is a wholly-owned subsidiary of Parent, and CYTOBIOSCIENCE, INC., a company incorporated in the State of Delaware (the "Company").

EX-10.1 2 dex101.htm STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT BY AND BETWEEN AMERICAN FOUNDERS FINANCIAL CORPORATION AND SAGICOR USA, INC. DATED AS OF JUNE 1, 2005 Execution Copy STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 5th, 2020 • Delaware

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of June 1, 2005, is entered into by and between AMERICAN FOUNDERS FINANCIAL CORPORATION, an Arizona corporation (“Seller”), SAGICOR USA, INC., a Delaware corporation (“Buyer”), and, for the limited purpose of fully guaranteeing the performance, payment and all other obligations of Seller contemplated by this Agreement, VESTA FIRE INSURANCE CORPORATION, an Illinois corporation (“Vesta Fire”), and, for the limited purpose of fully guaranteeing the performance, payment and all other obligations of Buyer contemplated by this Agreement, SAGICOR LIFE INC. (BARBADOS), a Barbados corporation (“SLIB”). Certain initially capitalized terms used herein are defined in Article 12.

EX-99.A 2 d279601dex99a.htm CONVERTIBLE LOAN AGREEMENT Exhibit A CONVERTIBLE LOAN AGREEMENT by and among Hickok Incorporated, an Ohio corporation, as Borrower, and Roundball LLC, an Ohio limited liability company, and, The Aplin Family Trust as...
Convertible Loan Agreement • May 5th, 2020 • Ohio

THIS CONVERTIBLE LOAN AGREEMENT (“Agreement”), dated as of December 30, 2011, is made by and among Hickok Incorporated, an Ohio corporation (“Borrower”), Roundball LLC, an Ohio limited liability company (“Roundball”), the Aplin Family Trust (the “Aplin Trust,” and, together with Roundball, “Lenders,” and each individually, a “Lender”), and solely with respect to Section 3 hereof, Robert L. Bauman (“Existing Lender”).

CREDIT AGREEMENT
Credit Agreement • April 6th, 2022 • Adtran Inc • Telephone & telegraph apparatus • Alabama

THIS CREDIT AGREEMENT (this “Agreement”) dated April 1, 2022, is by and between ADTRAN, INC. a Delaware corporation (“ADTRAN”), ADTRAN INTERNATIONAL, INC., a Delaware corporation (“International”; International and ADTRAN are collectively referred to herein as the “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).

STOCK PURCHASE AND AFFILIATE MERGER AGREEMENT
Stock Purchase and Affiliate Merger Agreement • May 5th, 2020 • Delaware

This STOCK PURCHASE AND AFFILIATE MERGER AGREEMENT (this “Agreement”) is made and entered into as of April 16, 2018, by and among (i) FIRST US BANCSHARES, INC., a Delaware corporation with its principal offices in Birmingham, Alabama (“Parent”); (ii) FIRST US BANK, an Alabama banking corporation with its principal offices in Birmingham, Alabama, and a wholly owned subsidiary of Parent (“FUSB”); (iii) THE PEOPLES BANK, a Virginia banking corporation with its principal offices in Rose Hill, Virginia (“TPB”); (iv) TRACY E. THOMPSON, a resident of the State of Tennessee, and TYLER S. THOMPSON, a resident of the State of Kentucky (together, the “Transaction Shareholders”); and (v) TRACY E. THOMPSON, in his capacity as the representative of the Transaction Shareholders (the “Shareholder Representative”).

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 31, 2017 Between INFINITY PROPERTY AND CASUALTY CORPORATION and INFINITY INSURANCE COMPANY and REGIONS BANK, as Lender Relating to a $50,000,000 Revolving Loan
Credit Agreement • September 6th, 2017 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Alabama

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT ("this Agreement") dated as of August 31, 2017 is between INFINITY PROPERTY AND CASUALTY CORPORATION, an Ohio corporation (“IPCC”), INFINITY INSURANCE COMPANY, an Indiana insurance corporation (“IIC”; IIC and IPCC are together referred to as the “Borrower”), and REGIONS BANK, an Alabama banking corporation (the "Lender").

BOND PURCHASE AGREEMENT
Bond Purchase Agreement • October 20th, 2010 • Olin Corp • Chemicals & allied products

THIS BOND PURCHASE AGREEMENT dated October 14, 2010 (the "Agreement") is entered into by the The Industrial Development Authority of Washington County, an Alabama public corporation (the “Bond Issuer”), Olin Corporation, a Virginia corporation (the “Conduit Borrower”), and PNC Bank, National Association, a national banking association, acting in the capacity as administrative agent for the hereinafter referenced Purchasers (the “Administrative Agent”).

AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and NATIONAL COMMERCE CORPORATION Dated as of November 23, 2018
Agreement and Plan of Merger • November 26th, 2018 • CenterState Bank Corp • National commercial banks • Florida

This Agreement and Plan of Merger (this “Agreement”) is dated as of November 23, 2018, by and between CenterState Bank Corporation, a Florida corporation (“CenterState”), and National Commerce Corporation, a Delaware corporation (“NCC” and, together with CenterState, the “Parties” and each a “Party”).

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