Affiliate Agreement Sample Contracts

Union Bankshares Corporation – Form of Affiliate Agreement (October 5th, 2018)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 4, 2018, is by and among UNION BANKSHARES CORPORATION, a Virginia corporation ("UBSH"), ACCESS NATIONAL CORPORATION, a Virginia corporation ("ANCX"), and the undersigned shareholder of UBSH (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Union Bankshares Corporation – Form of Affiliate Agreement (October 5th, 2018)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 4, 2018, is by and among UNION BANKSHARES CORPORATION, a Virginia corporation ("UBSH"), ACCESS NATIONAL CORPORATION, a Virginia corporation ("ANCX"), and the undersigned shareholder of ANCX (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Union Bankshares Corporation – Form of Affiliate Agreement (October 5th, 2018)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 4, 2018, is by and among UNION BANKSHARES CORPORATION, a Virginia corporation ("UBSH"), ACCESS NATIONAL CORPORATION, a Virginia corporation ("ANCX"), and the undersigned shareholder of ANCX (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Union Bankshares Corporation – Form of Affiliate Agreement (October 5th, 2018)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 4, 2018, is by and among UNION BANKSHARES CORPORATION, a Virginia corporation ("UBSH"), ACCESS NATIONAL CORPORATION, a Virginia corporation ("ANCX"), and the undersigned shareholder of UBSH (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

4.23 Suppliers/Service Providers 27 4.24 Certain Payments and Parties 27 4.25 Sanctions 28 4.26 Privacy and Data Security 28 4.27 Operations Outside the United States 29 ARTICLE 5 REPRESENTATIONS AND WARRANTIES RELATING TO BUYER 29 5.1 Organization and Good Standing 29 5.2 Authorization of Agreement 29 5.3 Conflicts; Consents of Third Parties 30 5.4 Litigation 30 5.5 Investment Intention 30 5.6 Financial Advisors 31 5.7 Financial Capability 31 5.8 Solvency 31 5.9 Access and Investigation; Condition of the Business, No Other Representations; Non-Reliance 32 ARTICLE 6 COVENANTS 32 6.1 Access to (December 18th, 2017)

This UNIT PURCHASE AGREEMENT is made and dated as of December 15, 2017 (this Agreement), by and among WoodSpring Hotels LLC, a Delaware limited liability company (Seller), WoodSpring Hotels Franchise Services LLC, a Kansas limited liability company (the Company), and Choice Hotels International, Inc., a Delaware corporation (Buyer).

Eastern Virginia Bankshares, Inc. – Affiliate Agreement of Southern National Bancorp of Virginia, Inc. (December 14th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of December 13, 2016, is by and among SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC., a Virginia corporation ("SONA"), EASTERN VIRGINIA BANKSHARES, INC., a Virginia corporation ("EVBS"), and the undersigned shareholder of SONA (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Eastern Virginia Bankshares, Inc. – Affiliate Agreement of Eastern Virginia Bankshares, Inc. (December 14th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of December 13, 2016, is by and among SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC., a Virginia corporation ("SONA"), EASTERN VIRGINIA BANKSHARES, INC., a Virginia corporation ("EVBS"), and the undersigned shareholder of EVBS (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Southern National Bancorp of Virginia, Inc. – Affiliate Agreement of Eastern Virginia Bankshares, Inc. (December 14th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of December 13, 2016, is by and among SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC., a Virginia corporation ("SONA"), EASTERN VIRGINIA BANKSHARES, INC., a Virginia corporation ("EVBS"), and the undersigned shareholder of EVBS (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Southern National Bancorp of Virginia, Inc. – Affiliate Agreement of Southern National Bancorp of Virginia, Inc. (December 14th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of December 13, 2016, is by and among SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC., a Virginia corporation ("SONA"), EASTERN VIRGINIA BANKSHARES, INC., a Virginia corporation ("EVBS"), and the undersigned shareholder of SONA (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Access National Corporation – Affiliate Agreement (October 25th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 21, 2016, is by and among ACCESS NATIONAL CORPORATION, a Virginia corporation ("Access"), MIDDLEBURG FINANCIAL CORPORATION, a Virginia corporation ("Middleburg"), and the undersigned shareholder of Middleburg (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Access National Corporation – Affiliate Agreement (October 25th, 2016)

THIS AFFILIATE AGREEMENT (the "Agreement"), dated as of October 21, 2016, is by and among ACCESS NATIONAL CORPORATION, a Virginia corporation ("Access"), MIDDLEBURG FINANCIAL CORPORATION, a Virginia corporation ("Middleburg"), and the undersigned shareholder of Access (the "Shareholder"). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Middleburg Financial Corporation – Affiliate Agreement (October 25th, 2016)

THIS AFFILIATE AGREEMENT (the Agreement), dated as of October 21, 2016, is by and among ACCESS NATIONAL CORPORATION, a Virginia corporation (Access), MIDDLEBURG FINANCIAL CORPORATION, a Virginia corporation (Middleburg), and the undersigned shareholder of Access (the Shareholder). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

Middleburg Financial Corporation – Affiliate Agreement (October 25th, 2016)

THIS AFFILIATE AGREEMENT (the Agreement), dated as of October 21, 2016, is by and among ACCESS NATIONAL CORPORATION, a Virginia corporation (Access), MIDDLEBURG FINANCIAL CORPORATION, a Virginia corporation (Middleburg), and the undersigned shareholder of Middleburg (the Shareholder). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).

ARTICLE IV REPRESENTATIONS AND WARRANTIES OF MANAGEMENT BLOCKER 4.1 Organization and Qualification 47 4.2 Capitalization 48 4.3 Title to Common Units 48 4.4 Authority Relative to This Agreement 48 4.5 Consents and Approvals; No Violations 49 4.6 Litigation 49 4.7 Brokers 50 4.8 Exclusivity of Representations and Warranties 50 ARTICLE v REPRESENTATIONS AND WARRANTIES OF THE COMPANY 5.1 Organization and Qualification; Subsidiaries 50 5.2 Capitalization 51 5.3 Authority Relative to This Agreement 51 5.4 Consents and Approvals; No Violations 52 5.5 Financial Statements; No Undisclosed Liabilities (November 9th, 2015)

This AGREEMENT AND PLAN OF MERGERS (this Agreement), dated as of November 5, 2015, is by and among, Financial Engines, Inc. , a Delaware corporation (Purchaser), Mayberry Acquisition Sub I, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Purchaser (Merger Sub 1), Mayberry Acquisition Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Purchaser (Merger Sub 1A), Mayberry Acquisition Sub II, LLC, a Delaware limited liability company and a wholly owned third tier subsidiary of Merger Sub 1 (Merger Sub 2 and, together with Merger Sub 1 and Merger Sub 1A, the Merger Subs), Kansas City 727 Acquisition Corporation, a Delaware corporation (KC Blocker), TMFS Holdings, Inc., a Nevada corporation (Management Blocker and, together with KC Blocker, the Blocker Entities), Kansas City 727 Acquisition LLC, a Delaware limited liability company (the Company) (each of Purchaser, the Merger Subs, KC Blocker, Management Blocker and the Company, a Part

Kentucky Bancshares – Affiliate Agreement (January 27th, 2015)
Kentucky Bancshares – Affiliate Agreement (January 27th, 2015)
Tribune Publishing Company Announces Five-Year Affiliate Agreement With Cars.com in Conjunction With Sale of Classified Ventures to Gannett by Equity Partners (August 5th, 2014)

CHICAGO, Aug. 5, 2014 - Tribune Publishing Company (NYSE: TPUB) today announced that it expects to enter into a five-year agreement with Classified Ventures, LLC ("CV") to extend its affiliate agreement with Cars.com. The agreement is contingent upon the closing of the sale of CV to Gannett Co., Inc. (NYSE: GCI) by the equity partners, which is expected to close by the end of 2014, subject to customary regulatory reviews.

American Rivers Oil Co – Marketing Affiliate Agreement (May 20th, 2014)

This Marketing Affiliate Agreement (the Agreement) is entered into this 8th day of May 2014, by and between BIRCH FIRST GLOBAL INVESTMENTS INC., a corporation incorporated in the U.S. Virgin Islands, with its main place of business located 9100 Havensight, Port of Sale, Ste. 15/16, St. Thomas, VI 0080 (referred to as Company) and MOUNT KNOWLEDGE HOLDINGS INC. and/or assigns, a corporation incorporated in the State of Nevada, with its main place of business located at 228 Park Avenue S. #56101 New York, NY 10003-1502 (referred to as Marketing Affiliate or MA).

Community Bank Shares of Indiana, Inc. – Affiliate Agreement (April 22nd, 2014)
Community Bank Shares of Indiana, Inc. – Affiliate Agreement (April 22nd, 2014)
Indo Global Exchange(s) Pte, Ltd. – Affiliate Agreement Between Australian Stock Report Limited Abn 94106 863 978 and Igex Indo Global Exchanges Pte Ltd (Otcqb: Igex) (September 25th, 2013)
Cross Click Media Inc. – Affiliate Agreement Effective Date: February 14, 2012 (August 15th, 2013)

This Agreement and Exhibit A attached hereto contain the complete terms and conditions applicable to participation in the NTN Affiliate Program administered by NTN, Inc. As used in this Agreement, "NTN" means NTN, Inc., hereinafter "NTN" and "Affiliate" means the applicant, hereinafter Co-Signer.com. "NTN" also means the site that has its primary homepage identified by the URL www.NTNonline.com,and "site" means a World Wide Web site. "Your site" means any site that the Affiliate links to the NTNonline.com site, which is identified by the Affiliate in Exhibit B.

Union Bankshares Corporation – Amended and Restated Affiliate Agreement (March 9th, 2011)

THIS AFFILIATE AGREEMENT (the Agreement), effective as of March 30, 2009, between Union Bankshares Corporation, a Virginia corporation (UBSH), and each of the individuals or entities listed on Schedule A attached hereto (individually, a Stockholder and collectively, the Stockholders).

Union Bankshares Corporation – Affiliate Agreement (April 2nd, 2009)

THIS AFFILIATE AGREEMENT (the Agreement), dated as of March 30, 2009, between Union Bankshares Corporation, a Virginia corporation (UBSH), and each of the individuals or entities listed on Schedule A attached hereto (individually, a Stockholder and collectively, the Stockholders).

Marketing Affiliate Agreement (December 24th, 2008)

This Agreement is made this 1st day of October 2008, (the Effective Date), by and between Equidata, Inc., a corporation organized under the laws of Virginia with its principal place of business at 724 Thimble Shoals Boulevard Newport News, Virginia 23606 (Equidata), and National Credit Report.com, LLC a Corporation organized under the laws of Florida, with its principal place of business at 7700 N. Congress Ave, Suite 3113, Boca Raton FL33487 (Marketing Affiliate).

CreditCards.com, Inc. – American Express Affiliate Marketing Program Affiliate Agreement Last Updated 9/14/06 AMERICAN EXPRESS AFFILIATE PROGRAM AGREEMENT (August 10th, 2007)

THIS AMERICAN EXPRESS AFFILIATE PROGRAM AGREEMENT, INCLUDING APPLICABLE OFFERS (COLLECTIVELY, THE AGREEMENT), IS A LEGAL AGREEMENT BETWEEN YOU AND AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. AND ITS PARTICIPATING SUBSIDIARIES AND AFFILIATES (AMERICAN EXPRESS) FOR PARTICIPATION IN AMERICAN EXPRESSS AFFILIATE PROGRAM (PROGRAM) AS MANAGED BY AND THROUGH THE LINKSHARE NETWORK(TM). BY REGISTERING FOR AND PARTICIPATING IN THE PROGRAM, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT REGISTER FOR OR PARTICIPATE IN THE PROGRAM, OR, IF YOU ARE ALREADY A PROGRAM AFFILIATE, IMMEDIATELY TERMINATE ALL USES OF AMERICAN EXPRESSS MARKS AND ANY LINKS TO THE AMERICAN EXPRESS SITE. AS USED IN THIS AGREEMENT, WE, US AND OUR MEANS AMERICAN EXPRESS AND YOU, AND YOUR MEANS THE PARTICIPATING PROGRAM AFFILIATE.

CreditCards.com, Inc. – Last Updated: April 6, 2007 CHASE AFFILIATE AGREEMENT (August 10th, 2007)

THIS AGREEMENT sets forth the terms and conditions agreed to between Chase Bank USA, N.A. (?Chase?) and you as an Affiliate in the Chase Affiliate Program (the Affiliate Program). Once accepted into the Affiliate Program, an Affiliate can establish links from the Affiliates Website to [Chase.com]. Chase will pay Affiliate a fee for each approved credit card account that originates from a link in Affiliates Website.

ARTICLE III Representations and Warranties of the Sellers 22 3.1. Organization 22 3.2. Authority 22 3.3. Ownership of Shares 22 3.4. Non-Contravention 22 3.5. Limitation on Warranties 23 ARTICLE IV Representations and Warranties of Parent 23 4.1. Organization and Power; Subsidiaries 23 4.2. Corporate Authorization 24 4.3. Governmental Authorization 24 4.4 Non-Contravention 25 4.5. Litigation 25 4.6. Financing 25 4.7. Condition of the Business; Independent Investigation 27 4.8. Qualifications to Hold Communications Licenses and to Own and Operate Certain Subsidiaries 28 4.9. Solvency 28 4.10. R (June 25th, 2007)
Form of Affiliate Agreement (May 24th, 2007)

Subject to the last paragraph below, I have been advised that as of the date hereof I may be deemed to be an affiliate of Sipex Corporation, a Delaware corporation (Sipex), as the term affiliate is defined for purposes of paragraphs (c) and (d) of Rule 145 (Rule 145) of the rules and regulations (the Rules and Regulations) of the Securities and Exchange Commission (the SEC) under the U.S. Securities Act of 1933, as amended (the Securities Act). I have been further advised that pursuant to the terms of the Agreement and Plan of Merger dated as of May 7, 2007 (the Merger Agreement), by and among Exar Corporation, a Delaware corporation (Exar), Side Acquisition Corp. (Merger Sub) and Sipex, and that as a result of consummation of the transactions contemplated by the Merger Agreement (including the merger of Merger Sub with and into Sipex (the Merger)), (i) each share of Sipex Common Stock issued and outstanding as of the Effective Time shall automatically be converted into the right to re

Shenandoah Telecommunications Co – Shenandoah Telecommunications Company Announces New Affiliate Agreements With Sprint Nextel (March 16th, 2007)

EDINBURG, VA, (March 15, 2007) Shenandoah Telecommunications Company (Shentel; NASDAQ: SHEN) today announced that its PCS subsidiary, Shenandoah Personal Communications Company, a Sprint PCS Affiliate of Sprint Nextel, has signed new agreements with Sprint Nextel. The new agreements resolve all matters between the parties related to Sprint Corporations merger with Nextel Communications, and provide a new arrangement whereby Shentel will continue to operate its wireless PCS network as a Sprint PCS Affiliate of Sprint Nextel. The agreements modify many aspects of the existing affiliate relationship, including:

Powerdsine Ltd – AFFILIATE AGREEMENT October 24, 2006 (October 26th, 2006)

Subject to the last paragraph below, I have been advised that as of the date hereof I may be deemed to be an "affiliate" of PowerDsine Ltd., an Israeli company (the "Company"), as the term "affiliate" is defined for purposes of paragraphs (c) and (d) of Rule 145 ("Rule 145") of the rules and regulations of the Securities and Exchange Commission (the "SEC") under the U.S. Securities Act of 1933, as amended (collectively, the "1933 Act"). I have been further advised that pursuant to the terms of the Agreement and Plan of Merger dated as of October 24, 2006 (the "Merger Agreement"), by and among Microsemi Corporation, a Delaware corporation ("Parent"), Pinnacle Acquisition Corporation Ltd and the Company, and that as a result of consummation of the transactions contemplated by the Merger Agreement (including the merger of Merger Sub with and into the Company (the "Merger")), (i) each Company Share outstanding as of th

Affiliate Agreement (October 27th, 2005)

THIS AFFILIATE AGREEMENT (this "Agreement") is made and entered into as of ______, 2005, by and between Brandywine Realty Trust, a Maryland real estate investment trust ("Parent"), and the undersigned shareholder who may be deemed an affiliate ("Affiliate") of Prentiss Properties Trust, a Maryland real estate investment trust (the "Company"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Contract (August 2nd, 2005)

EXHIBIT 10.1 AFFLIATE AGREEMENT DATED JULY 15, 2005 AFFILIATE AGREEMENT This Agreement entered into as of the Effective Date by and between Link Plus Corporation and Axiometric, LLC. RECITALS WHEREAS, Axiometric has developed certain computer software including wireless mesh networking technology and AMR devices and systems; WHEREAS, LKPL has developed certain radio devices and systems along with hardware manufacturing capacities and plans to develop AMR devices and systems; WHEREAS, LKPL and Axiometric believe it will be in their mutual best interests to cooperate in further developing AMR product suites by creating a preferred provider relationship between themselves; WHEREAS, LKPL and Axiometric entered into a Letter of Intent dated May 3, 2005, and now desire to further describe their relationship as initially set forth in the non-binding

Ricex Co – Affiliate Agreement (April 4th, 2005)

THIS AFFILIATE AGREEMENT (this Agreement) is made and entered into as of ________ __, 2005, between NutraCea, a California corporation (Parent), and the undersigned stockholder of The RiceX Company, a Delaware corporation (the Company), who may be deemed an affiliate (Affiliate) of Company. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Artisan Components Inc – AFFILIATE AGREEMENT August , 2004 (August 24th, 2004)