Arizona Sample Contracts

Rich Uncles NNN REIT, Inc. – Loan Agreement (April 24th, 2018)

This LOAN AGREEMENT dated as of March 27, 2018 (the "Agreement"), is executed by and between by and between RU 6877-6971 West Frye Road Chandler AZ, LLC, a California limited liability company (the "Borrower"), and Alliant Credit Union, an Illinois state chartered credit union, its successors and assigns (the "Lender").

Drone USA Inc. – Placement Agent and Advisory Services Agreement (April 24th, 2018)

This Placement Agent and Advisory Services Agreement (this "Agreement") is made as of March 7, 2018 (the "Effective Date"), by and between Drone USA, Inc., a Delaware corporation (the "Company"), and Scottsdale Capital Advisors Corporation, an Arizona corporation ("Scottsdale"). Scottsdale and the Company agree as follows:

Cable One, Inc. – Amendment No. 1 to Credit Agreement (April 23rd, 2018)

This AMENDMENT NO. 1, dated as of April 23, 2018 (this "Amendment"), to the Amended and Restated Credit Agreement, dated as of May 1, 2017 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), among Cable One, Inc., a Delaware corporation (the "Borrower"), the Lenders or other financial institutions or entities from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (the "Administrative Agent"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement.

Unity Biotechnology, Inc. – Exclusive License Agreement (April 23rd, 2018)

This License Agreement (Agreement) is made as is made as of the 28th day of June, 2013 (the Effective Date) by and between the Mayo Foundation for Medical Education and Research, having its principal place of business at 200 First Street SW, Rochester, MN 55905 (Mayo), and Cenexys, Inc., a Delaware corporation, having a place of business at 1700 Owens St., Suite 535, San Francisco, CA 94158 (Company).

Bfc Financial – Acquisition LOAN and Security AGREEMENT by and Between ZB, N.A. DBA NATIONAL BANK OF ARIZONA AS LENDER and BLUEGREEN VACATIONS CORPORATION and BLUEGREEN VACATIONS UNLIMITED, INC., Jointly and Severally AS BORROWER Dated April 17, 2018 (April 23rd, 2018)

THIS ACQUISITION LOAN AND SECURITY AGREEMENT is made as of April 17, 2018 by and among BLUEGREEN VACATIONS CORPORATION, a Florida corporation ("BXG") and BLUEGREEN VACATIONS UNLIMITED, INC., a Florida corporation ("BVU"), jointly and severally (individually and collectively, as the context requires "Borrower") and ZB, N.A. DBA NATIONAL BANK OF ARIZONA, a national banking association ("Lender").

Carvana Co. – CARVANA CO. [10,000,000] Shares of Class a Common Stock UNDERWRITING AGREEMENT (April 23rd, 2018)
Carvana Co. – Contract (April 23rd, 2018)

We are acting as special counsel to Carvana Co., a Delaware corporation (the Company), in connection with the proposed registration of (i) 6,000,000 shares (the Primary Shares) of the Companys Class A common stock, par value $0.001 per share (Common Stock) to be sold by the Company pursuant to a Registration Statement on Form S-1, originally filed with the Securities and Exchange Commission (the Commission) on April 23, 2018, under the Securities Act of 1933, as amended (the Act) (such Registration Statement, as amended or supplemented, is hereinafter referred to as the Registration Statement) and (ii) up to 5,500,000 shares (the Secondary Shares) of Common stock to be issued by the Company upon exchange by certain holders of units of Carvana Group, LLC (Carvana Group) and a corresponding number of shares of the Companys Class B common stock, $0.001 par value per share (the Class B Shares), pursuant to and in accordance with the Exchange Agreement, dated as of April 27, 2017, among the

Sunoco Logistics Partners Lp – Representing Limited Partner Interests UNDERWRITING AGREEMENT (April 23rd, 2018)
Bfc Financial – PROMISSORY NOTE (Acquisition Loan) (April 23rd, 2018)

This Promissory Note (this "Note") is executed pursuant to an Acquisition Loan and Security Agreement dated as of April 17, 2018 between Borrower and Holder (together with any and all amendments, supplements and restatements thereof, the "Loan Agreement") and evidences the Advances under a non-revolving acquisition loan (the "Loan"). This Note also evidences Borrower's obligation to repay, with interest, all additional monies advanced or expended from time to time by Holder to or for the account of Borrower or otherwise added to the principal balance of this Note, as provided in the Loan Agreement, whether or not the principal amount shall thereby exceed the principal amount stated above.

Cco Holdings Llc – Cross-Reference Table* (April 20th, 2018)

NINTH SUPPLEMENTAL INDENTURE dated as of April 17, 2018 (the Supplemental Indenture) among Charter Communications Operating, LLC, a Delaware limited liability company (and any successor Person thereto, CCO), Charter Communications Operating Capital Corp., a Delaware corporation (Capital Corp and, together with CCO, the Issuers), CCO Holdings, LLC, a Delaware limited liability company (CCO Holdings), the subsidiary guarantors party hereto (together with CCO Holdings, the Note Guarantors) and The Bank of New York Mellon Trust Company, N.A., as trustee (and together with its successors in such capacity, the Trustee) and as Collateral Agent (and together with its successors in such capacity, the Collateral Agent).

PROMISSORY NOTE (Acquisition Loan) (April 20th, 2018)

This Promissory Note (this "Note") is executed pursuant to an Acquisition Loan and Security Agreement dated as of April 17, 2018 between Borrower and Holder (together with any and all amendments, supplements and restatements thereof, the "Loan Agreement") and evidences the Advances under a non-revolving acquisition loan (the "Loan"). This Note also evidences Borrower's obligation to repay, with interest, all additional monies advanced or expended from time to time by Holder to or for the account of Borrower or otherwise added to the principal balance of this Note, as provided in the Loan Agreement, whether or not the principal amount shall thereby exceed the principal amount stated above.

Fourth Amendment to Loan and Security Agreement (April 20th, 2018)

This Fourth Amendment to Loan and Security Agreement (this "Amendment") is entered into this 27th day of February, 2018, by and between SILICON VALLEY BANK ("Bank") and LIMELIGHT NETWORKS, INC., a Delaware corporation ("Borrower") whose address is 222 South Mill Avenue, 8th Floor, Tempe, Arizona 85281.

Acquisition LOAN and Security AGREEMENT by and Between ZB, N.A. DBA NATIONAL BANK OF ARIZONA AS LENDER and BLUEGREEN VACATIONS CORPORATION and BLUEGREEN VACATIONS UNLIMITED, INC., Jointly and Severally AS BORROWER Dated April 17, 2018 (April 20th, 2018)

THIS ACQUISITION LOAN AND SECURITY AGREEMENT is made as of April 17, 2018 by and among BLUEGREEN VACATIONS CORPORATION, a Florida corporation ("BXG") and BLUEGREEN VACATIONS UNLIMITED, INC., a Florida corporation ("BVU"), jointly and severally (individually and collectively, as the context requires "Borrower") and ZB, N.A. DBA NATIONAL BANK OF ARIZONA, a national banking association ("Lender").

Credit Agreement (April 19th, 2018)

This CREDIT AGREEMENT (this "Agreement") is entered into as of April 13, 2018, among Adtalem Global Education Inc., a Delaware corporation ("Adtalem"), certain Subsidiaries of Adtalem party hereto pursuant to Section 2.17 (each a "Designated Borrower" and together with Adtalem, each a "Borrower" and collectively the "Borrowers"), each Lender from time to time party hereto and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.

Contract (April 19th, 2018)

NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE COMPANY UPON CONVERSION HEREOF (COLLECTIVELY, THE "SECURITIES") HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED: (1) IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE 1933 ACT, OR APPLICABLE STATE SECURITIES LAWS; OR (11) IN THE ABSENCE OF AN OPINION OF COUNSEL, IN A FORM ACCEPTABLE TO THE ISSUER, THAT REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT OR; (111) UNLESS SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 UNDER THE 1933 ACT.

Farmers & Merchants Bancshares, Inc. – Farmers and Merchants Bancshares, Inc. Dividend Reinvestment Plan Authorization Form for Dividend Reinvestment (April 18th, 2018)

This form is to be used by an eligible stockholder of Farmers and Merchants Bancshares, Inc. (the "Company") who desires to (i) enroll in the Company's Dividend Reinvestment Plan (the "Plan"), (ii) change his or her level of participation in the Plan, and (iii) terminate his or her participation in the Plan. The Plan is not available to stockholders of record who reside in Arizona, California or Ohio, or to any other stockholder who resides in any jurisdiction to whom it is unlawful for the Company to make offers or sales under the Plan in such jurisdiction. Complete and sign below and return it in the enclosed envelope.

Contract (April 18th, 2018)
American Realty Capital Healthcare Trust II, Inc. – Environmental Indemnity Agreement (April 16th, 2018)

THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this "Agreement") is made as of April 10, 2018, by ARHC HDLANCA01, LLC, ARHC NHCANGA01, LLC, ARHC FMMUNIN03, LLC, ARHC BMLKWCO01, LLC, ARHC ECMCYNC01, LLC, ARHC ECCPTNC01, LLC, ARHC LPELKCA01, LLC, ARHC MMTCTTX01, LLC, ARHC MRMRWGA01, LLC, ARHC OLOLNIL01, LLC, ARHC PPHRNTN01, LLC, ARHC SMERIPA01, LLC, ARHC AMGLNAZ02, LLC, ARHC PHNLXIL01, LLC, ARHC AMGLNAZ01, LLC, ARHC SFSTOGA01, LLC, ARHC VCSTOGA01, LLC, ARHC WLWBYMN01, LLC, ARHC AHPLYWI01, LLC, and ARHC PRPEOAZ03, LLC, each a Delaware limited liability company (individually and collectively, as the context may require, the "Borrower") and HEALTHCARE TRUST OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an address at 405 Park Avenue, New York, New York 10022 ("Guarantor"); Borrower and Guarantor hereinafter referred to, individually and collectively, as the context may require, as "Indemnitor"), in favor of KEYBANK NATIONAL ASSOCIATION, a national banking association, having a

American Realty Capital Healthcare Trust II, Inc. – Guaranty Agreement (April 16th, 2018)

THIS GUARANTY AGREEMENT (this "Guaranty") is made as of April 10, 2018, by HEALTHCARE TRUST OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an address at 405 Park Avenue, New York, New York 10022 ("Guarantor") in favor of KeyBank National Association, a national banking association, having an address at 11501 Outlook, Suite 300, Overland Park, Kansas 66211 (together with its successors and assigns, "Lender").

American Realty Capital Healthcare Trust II, Inc. – LOAN AGREEMENT Dated as of April 10, 2018 Between (April 16th, 2018)

THIS LOAN AGREEMENT is made as of April 10, 2018 (this "Agreement"), between KEYBANK NATIONAL ASSOCIATION, a national banking association, having an address at 11501 Outlook, Suite 300, Overland Park, Kansas 66211 ("Lender") and ARHC HDLANCA01, LLC, ARHC NHCANGA01, LLC, ARHC FMMUNIN03, LLC, ARHC BMLKWCO01, LLC, ARHC ECMCYNC01, LLC, ARHC ECCPTNC01, LLC, ARHC LPELKCA01, LLC, ARHC MMTCTTX01, LLC, ARHC MRMRWGA01, LLC, ARHC OLOLNIL01, LLC, ARHC PPHRNTN01, LLC, ARHC SMERIPA01, LLC, ARHC AMGLNAZ02, LLC, ARHC PHNLXIL01, LLC, ARHC AMGLNAZ01, LLC, ARHC SFSTOGA01, LLC, ARHC VCSTOGA01, LLC, ARHC WLWBYMN01, LLC, ARHC AHPLYWI01, LLC, and ARHC PRPEOAZ03, LLC, each a Delaware limited liability company, and each having its principal place of business at 405 Park Avenue, New York, New York 10022 (individually, collectively, jointly and severally, as the context requires, "Borrower").

Devago, Inc. – Exchange of Shares Agreement (April 16th, 2018)

This Exchange of Shares Agreement ("Agreement") is entered into as of the Effective Date by, between and among, defined below, BUYER, TARGET, and SELLER. The parties to this Agreement are sometimes hereinafter referred to individually as a "Party" and collectively as the "Parties."

Hanover Capital Mortgage Holdings, Inc. – Indenture (April 16th, 2018)

This INDENTURE (as amended, supplemented, restated, or otherwise modified from time to time, the "Indenture"), is made and entered into as of February 9, 2018, and effective as of February 12, 2018 (the "Closing Date"), by and among Ditech Agency Advance Trust, a statutory trust organized under the laws of the State of Delaware (the "Issuer"), WELLS FARGO BANK, N.A., a national banking association, in its capacity as Indenture Trustee (the "Indenture Trustee"), and as Calculation Agent, Paying Agent and Securities Intermediary (in each case, as defined below), DITECH FINANCIAL LLC (formerly known as Green Tree Servicing LLC), a limited liability company organized in the State of Delaware, ("Ditech"), as Servicer (as defined below) and as owner of the servicing rights under the Designated Servicing Agreements and as Administrator (as defined below), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC ("Credit Suisse"), a Delaware limited liability company, as Administrative Agent (as de

Escondido Innovations, Inc. – AMENDED AND RESTATED LOAN AGREEMENT December 28, 2017 (April 13th, 2018)

THIS LOAN AGREEMENT ("Agreement") is entered into between MANUSCRIPT PRODUCTIONS, LLC, an Arizona limited liability company ("Manuscript") and MJW MEDIA INC, a Delaware corporation ("MJW Media") (collectively, "Borrower"), on the one hand, and STADSC, LLC, an Arizona limited liability company (the "Lender"), on the other hand, with respect to the theatrical motion picture presently entitled "The Manuscript" (the "Picture") to be produced by Borrower.

Spirit MTA REIT – Amendment No. 1 to the Second Amended and Restated Master Indenture (April 13th, 2018)

This Amendment No. 1 to the Second Amended and Restated Master Indenture (this Amendment), is entered into as of this 26th day of November, 2014, by and among Spirit Master Funding, LLC (SMF I), Spirit Master Funding II, LLC (SMF II), Spirit Master Funding III, LLC (SMF III and, collectively with SMF I and SMF II, the Issuers) and Citibank, N.A., as indenture trustee (the Indenture Trustee).

Spirit MTA REIT – SPIRIT MASTER FUNDING, LLC, SPIRIT MASTER FUNDING II, LLC AND SPIRIT MASTER FUNDING III, LLC Each, as Issuer, and EACH JOINING PARTY Each, as Issuer, SPIRIT REALTY, L.P. As Property Manager and Special Servicer and MIDLAND LOAN SERVICES, a DIVISION OF PNC BANK, NATIONAL ASSOCIATION as Back-Up Manager SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND SERVICING AGREEMENT Dated as of May 20, 2014 Net-Lease Mortgage Notes (April 13th, 2018)

This SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND SERVICING AGREEMENT, dated as of May 20, 2014 (as amended, modified or otherwise modified, the Agreement), is made among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC, and each Joining Party, each as an issuer (each, an Issuer and, collectively, the Issuers), Spirit Realty, L.P. (Spirit Realty), as property manager and special servicer (together with its successors in such capacities, the Property Manager and Special Servicer, respectively), and Midland Loan Services, a division of PNC Bank, National Association, as Back-Up Manager (together with its successors in such capacity, the Back-Up Manager).

Escondido Innovations, Inc. – Line of Credit Note (April 13th, 2018)

FOR VALUE RECEIVED, the undersigned, MANUSCRIPT PRODUCTIONS, LLC, a limited liability company ("Manuscript") and MJW MEDIA, INC, a Delaware corporation ("MJW Media"), having an office at 1166 E. Warner Road, #101-B, Gilbert, Arizona 85296 (jointly and severally "Borrower"), hereby unconditionally promise to pay to the order of STADSC, LLC, a limited liability company ("Lender"), the principal sum of up to Two Million Seven Hundred Forty-Five Thousand Seven Hundred Ninety-Seven and 00/100 Dollars ($2,745,797.00), in lawful money of the United States of America with interest thereon to be computed as provided below and with principal paid as provided herein. Any initially capitalized terms which are not specifically defined in this Note shall have the same meanings given to them in the Loan Agreement of even date. Borrower acknowledges the loan and this Note are fully advanced as reflected on Exhibit A hereto.

Spirit MTA REIT – SPIRIT MASTER FUNDING, LLC an Issuer, SPIRIT MASTER FUNDING II, LLC an Issuer, SPIRIT MASTER FUNDING III, LLC an Issuer, SPIRIT MASTER FUNDING VI, LLC an Issuer, SPIRIT MASTER FUNDING VIII, LLC an Issuer, and CITIBANK, N.A. Indenture Trustee SERIES 2017-1 SUPPLEMENT Dated as of December 14, 2017 to SECOND AMENDED AND RESTATED MASTER INDENTURE Dated as of May 20, 2014 NET-LEASE MORTGAGE NOTES, SERIES 2017-1 (April 13th, 2018)

This SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND SERVICING AGREEMENT, dated as of May 20, 2014 (as amended, modified or otherwise modified, the Agreement), is made among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC, and each Joining Party, each as an issuer (each, an Issuer and, collectively, the Issuers), Spirit Realty, L.P. (Spirit Realty), as property manager and special servicer (together with its successors in such capacities, the Property Manager and Special Servicer, respectively), and Midland Loan Services, a division of PNC Bank, National Association, as Back-Up Manager (together with its successors in such capacity, the Back-Up Manager).

Escondido Innovations, Inc. – Agreement (April 13th, 2018)

This agreement (the "Agreement"), effective as of May 6, 2014 (the "Effective Date"), is made and entered into by and between MJW Music, LLC an Arizona Limited Liability Company, ("MJW"), on the one hand, and Stuck Subway Movie, Inc. , a New York Corporation ("Subway"), on the other hand, and is based upon the following recitals of fact:

Spirit MTA REIT – Amendment No. 2 to the Second Amended and Restated Property Management and Servicing Agreement (April 13th, 2018)

This SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND SERVICING AGREEMENT, dated as of May 20, 2014 (as amended, modified or otherwise modified, the Agreement), is made among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC, and each Joining Party, each as an issuer (each, an Issuer and, collectively, the Issuers), Spirit Realty, L.P. (Spirit Realty), as property manager and special servicer (together with its successors in such capacities, the Property Manager and Special Servicer, respectively), and Midland Loan Services, a division of PNC Bank, National Association, as Back-Up Manager (together with its successors in such capacity, the Back-Up Manager).

Escondido Innovations, Inc. – Security Agreement - Feature Film (April 13th, 2018)

This SECURITY AGREEMENT - FEATURE FILM ("Agreement"), dated as of December 28, 2017, is between MANUSCRIPT PRODUCTIONS, LLC, an Arizona limited liability company ("Debtor"), and STADSC, LLC, an Arizona limited liability company (the "Secured Party").

Escondido Innovations, Inc. – Tax Credit Pledge and Security Agreement (April 13th, 2018)

THIS TAX CREDIT PLEDGE AND SECURITY AGREEMENT (this "Agreement") is made as of December 28, 2017, and is between MANUSCRIPT PRODUCTIONS, LLC, an Arizona limited liability company ("Pledgor"), and SCOTT ARCHER and DAVID S. COIA, individuals acting jointly (collectively ("Lender").

Spirit MTA REIT – Second Amended and Restated Master Indenture Dated as of May 20, 2014 Between Spirit Master Funding, Llc, as an Issuer, Spirit Master Funding Ii, Llc, as an Issuer, Spirit Master Funding Iii, Llc, as an Issuer, and Citibank, N.A. As Indenture Trustee Net-Lease Mortgage Notes (April 13th, 2018)

SECOND AMENDED AND RESTATED MASTER INDENTURE, dated as of May 20, 2014, among Spirit Master Funding, LLC (an Issuer), Spirit Master Funding II, LLC (an Issuer), Spirit Master Funding III, LLC (an Issuer and, together with Spirit Master Funding, LLC and Spirit Master Funding II, LLC, the Issuers), and Citibank, N.A., a national banking association, not in its individual capacity, but solely as Indenture Trustee (the Indenture Trustee) under this Indenture.

Escondido Innovations, Inc. – Guaranty (April 13th, 2018)

THIS GUARANTY (this "Guaranty"), is made and entered into as of December 28, 2017, by the parties below ("Guarantor"), to and for the benefit of STADSC, LLC, and its successors and/or assigns ("Lender"). All initially-capitalized terms used herein without definition shall have the meanings given such terms in that certain Line of Credit Note (together with all modifications, extensions, renewals and replacements thereof, the "Note") of even date herewith, in the amount of Two Million Seven Hundred Forty-Five Thousand Seven Hundred Ninety-Seven and 00/100 Dollars ($2,745,797.00), made payable by MANUSCRIPT PRODUCTIONS, LLC, an Arizona limited liability company, and MJW MEDIA, INC, a Delaware corporation (collectively, "Borrower"), to the order of Lender.

Evelo Biosciences, Inc. – Evelo Biosciences, Inc. 2015 Stock Incentive Plan (As Amended Through February 8, 2018) (April 13th, 2018)
Escondido Innovations, Inc. – Security Agreement - Feature Films (April 13th, 2018)

This SECURITY AGREEMENT - FEATURE FILMS ("Agreement"), dated as of December 28, 2017, is between MANUSCRIPT PRODUCTIONS, LLC, an Arizona limited liability company, and MJW MEDIA, INC, a Delaware corporation (collectively, "Debtor"), and STADSC, LLC, an Arizona limited liability company (the "Secured Party").