Bingham McCutchen Sample Contracts

American States Water Company – AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 3, 2005 Among AMERICAN STATES WATER COMPANY, as Borrower, THE LENDERS NAMED HEREIN and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lead Arranger (May 25th, 2018)

This AMENDED AND RESTATED CREDIT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this Agreement) is entered into by and among AMERICAN STATES WATER COMPANY, a California corporation (Borrower), each lender whose name is set forth on the signature pages of this Agreement and each lender that may hereafter become a party to this Agreement pursuant to Section 11.8 (each a Lender and collectively, Lenders), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lead Arranger.

Us Xpress Enterprises – Fifth Amendment to Term Loan Agreement (May 7th, 2018)

THIS FIFTH AMENDMENT TO TERM LOAN AGREEMENT (this Amendment), is made and entered into effective as of December 13, 2017, by and among U.S. XPRESS ENTERPRISES, INC., a Nevada corporation (the Borrower), NEW MOUNTAIN LAKE HOLDINGS, LLC, a Nevada limited liability company (Holdings), WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as administrative and collateral agent (the Agent) for the several banks and other financial institutions from time to time party to the Term Loan Agreement (as defined below) as lenders (collectively, the Lenders), and the Lenders.

Us Xpress Enterprises – TERM LOAN AGREEMENT Dated as of May 30, 2014, Among U.S. XPRESS ENTERPRISES, INC., as Borrower NEW MOUNTAIN LAKE HOLDINGS, LLC, as Holdings THE LENDERS FROM TIME TO TIME PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION as Administrative and Collateral Agent PROVIDENCE EQUITY CAPITAL MARKETS LLC, as Sole Lead Arranger (May 7th, 2018)

THIS TERM LOAN AGREEMENT (this Agreement) is made and entered into as of May 30, 2014, by and among U.S. XPRESS ENTERPRISES, INC., a Nevada corporation (the Borrower), NEW MOUNTAIN LAKE HOLDINGS, LLC, a Nevada limited liability company (Holdings), the several banks and other financial institutions and lenders from time to time party hereto (the Lenders), and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as administrative and collateral agent for the Lenders (the Agent).

Endologix Inc – Lease Agreement (March 13th, 2018)
CM Finance Inc – Preliminary Statement (November 27th, 2017)
InfraREIT, Inc. – Fifth Amendment to Note Purchase Agreement, Direction and Waiver (November 2nd, 2017)

Sharyland Distribution & Transmission Services, L.L.C., a Texas limited liability company (the "Company"), agrees with each of the purchasers whose names appear at the end hereof (each, a "Purchaser" and, collectively, the "Purchasers"):

InfraREIT, Inc. – Fifth Amendment to Note Purchase Agreement, Direction and Waiver (November 2nd, 2017)

This FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENT, DIRECTION AND WAIVER, dated as of November 1, 2017 (this "Amendment") amends that certain Amended and Restated Note Purchase Agreement, dated as of September 14, 2010 (as amended, restated, amended and restated or otherwise modified prior to the date hereof, the "Agreement"), by and among SHARYLAND DISTRIBUTION & TRANSMISSION SERVICES, L.L.C. (the "Company") and the holders of the notes issued thereunder ("Holders"). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement (as amended by this Amendment) and the rules of interpretation set forth therein shall apply to this Amendment.

CURO Group Holdings Corp. – Speedy Cash Holdings Corp. 2010 Equity Incentive Plan (November 1st, 2017)
CURO Group Holdings Corp. – Speedy Cash Holdings Corp. 2010 Equity Incentive Plan (October 24th, 2017)
Aaron's, Inc. – Amendment No. 4 to Note Purchase Agreement (September 21st, 2017)

Each of AARONS, INC., a Georgia corporation (together with its successors and assigns, the Company), and AARON INVESTMENT COMPANY, a Delaware corporation (together with its successors and assigns, AIC, and, together with the Company, collectively, the Issuers), hereby agrees with each Purchaser as follows:

Aaron's, Inc. – Amendment No. 4 to Note Purchase Agreement (September 21st, 2017)

Each of AARONS, INC., a Georgia corporation (together with its successors and assigns, the Company), and AARON INVESTMENT COMPANY, a Delaware corporation (together with its successors and assigns, AIC, and, together with the Company, collectively, the Issuers), hereby agrees with each Purchaser as follows:

Aaron's, Inc. – Amendment No. 7 to Note Purchase Agreement (September 21st, 2017)

Each of AARONS, INC., a Georgia corporation (together with its successors and assigns, the Company), AARON INVESTMENT COMPANY, a Delaware corporation (together with its successors and assigns, AIC; and, together with the Company and each Additional Obligor made a party to this Agreement pursuant to the terms of paragraph 5H hereof, collectively, the Obligors), hereby agrees with each Purchaser as follows:

CURO Group Holdings Corp. – Speedy Cash Holdings Corp. 2010 Equity Incentive Plan (August 21st, 2017)
VeloNewco Ltd – Contract (May 1st, 2017)
Macdonald Dettwiler & Associates Ltd – $250,000,000 4.31% Senior Secured Notes Due 2024 (April 27th, 2017)

MacDonald, Dettwiler and Associates Ltd., a corporation incorporated under the Canada Business Corporations Act (the Company), agrees with each of the purchasers whose names appear at the end hereof (each a Purchaser and, collectively, the Purchasers) as follows:

TWELFTH AMENDMENT AGREEMENT Dated as of February 22, 2017 (This Amendment Agreement), to the Amended and Restated Credit Agreement Dated as of May 8, 2015, as Amended by the Eleventh Amendment Agreement Dated as of November 22, 2016 (The Existing Credit Agreement), Among LEVEL 3 COMMUNICATIONS, INC. (Level 3); LEVEL 3 FINANCING, INC., as Borrower (The Borrower); The LENDERS Party Thereto; And MERRILL LYNCH CAPITAL CORPORATION, as Administrative Agent and Collateral Agent. (February 27th, 2017)

AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 22, 2017 (this Agreement or Credit Agreement) among LEVEL 3 COMMUNICATIONS, INC., LEVEL 3 FINANCING, INC., as Borrower, the LENDERS party hereto, and MERRILL LYNCH CAPITAL CORPORATION, as Administrative Agent and Collateral Agent.

TWELFTH AMENDMENT AGREEMENT Dated as of February 22, 2017 (This Amendment Agreement), to the Amended and Restated Credit Agreement Dated as of May 8, 2015, as Amended by the Eleventh Amendment Agreement Dated as of November 22, 2016 (The Existing Credit Agreement), Among LEVEL 3 COMMUNICATIONS, INC. (Level 3); LEVEL 3 FINANCING, INC., as Borrower (The Borrower); The LENDERS Party Thereto; And MERRILL LYNCH CAPITAL CORPORATION, as Administrative Agent and Collateral Agent. (February 27th, 2017)

AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 22, 2017 (this Agreement or Credit Agreement) among LEVEL 3 COMMUNICATIONS, INC., LEVEL 3 FINANCING, INC., as Borrower, the LENDERS party hereto, and MERRILL LYNCH CAPITAL CORPORATION, as Administrative Agent and Collateral Agent.

American States Water Company – AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 3, 2005 Among AMERICAN STATES WATER COMPANY, as Borrower, THE LENDERS NAMED HEREIN and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lead Arranger (October 28th, 2016)

This AMENDED AND RESTATED CREDIT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this Agreement) is entered into by and among AMERICAN STATES WATER COMPANY, a California corporation (Borrower), each lender whose name is set forth on the signature pages of this Agreement and each lender that may hereafter become a party to this Agreement pursuant to Section 11.8 (each a Lender and collectively, Lenders), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lead Arranger.

ViewRay, Inc. – OFFICE LEASE MOUNTAIN VIEW RESEARCH PARK BXP RESEARCH PARK LP, as Landlord, and VIEWRAY, INC., a Delaware Corporation, as Tenant. (September 26th, 2016)

This Office Lease (the Lease), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the Summary), below, is made by and between BXP RESEARCH PARK LP, a Delaware limited partnership (Landlord), and VIEWRAY, INC., a Delaware corporation (Tenant).

ViewRay, Inc. – Employment Agreement (September 26th, 2016)

THIS EMPLOYMENT AGREEMENT (Agreement) is made as of January 18, 2013 (the Effective Date) by and between ViewRay Incorporated (the Company) and Chris Raanes (the Executive).

Wayfair Inc. – COPLEY PLACE BOSTON, MASSACHUSETTS OFFICE LEASE Between COPLEY PLACE ASSOCIATES, LLC as Landlord and WAYFAIR LLC, as Tenant DATED April 18, 2013 FROM THE OFFICE OF: Goulston & Storrs, P.C. (February 29th, 2016)

THIS INSTRUMENT is an Agreement of Lease in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the Office Section of Copley Place (hereinafter referred to as the "Office Section") located at 100 Huntington Avenue, Boston, Suffolk County, Massachusetts (the project known as Copley Place, including without limitation the hotel portions thereof, plazas, pedestrian bridges, service areas and all other common areas, together with all present and future easements, additions, improvements, air rights and other rights appurtenant thereto, is hereinafter referred to as the "Property"), subject to the covenants, terms, provisions and conditions of this Lease. The "Office Section" means the seven (7) levels of office area in four so-called "Towers" (denoted, respectively, as "One Copley Place", "Two Copley Place", "Three Copley Place" and "Four Copley Place" or as "Tower 1", "Tower II", "Tower Ill" and "Tower IV", respectively), containing approxima

Lpl Investment Holdings Inc. – Third Amendment, Extension and Incremental Assumption Agreement (February 25th, 2016)

This THIRD AMENDMENT, EXTENSION AND INCREMENTAL ASSUMPTION AGREEMENT (this "Agreement"), dated as of November 20, 2015, is made by and among LPL HOLDINGS, INC., a Massachusetts corporation (the "Borrower"), LPL FINANCIAL HOLDINGS INC., a Delaware corporation ("Holdings"), each subsidiary of the Borrower listed on the signature pages hereto (the "Subsidiary Guarantors"; the Subsidiary Guarantors, together with Holdings, the "Guarantors"; and the Guarantors, together with the Borrower, the "Credit Parties"), each of the undersigned banks and other financial institutions which is a "Lender" or an "Additional Lender" under (and as defined in) the Amended Credit Agreement (as defined below), JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders under, and as defined in, the Credit Agreement (as defined below) (the "Administrative Agent"), and also as collateral agent for the Lenders.

Focus Financial Partners Inc. – AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT Dated as of December 10, 2013 Among FOCUS FINANCIAL PARTNERS, LLC, and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, SUNTRUST ROBINSON HUMPHREY, INC., and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Joint Lead Arrangers and Book Runners and SUNTRUST ROBINSON HUMPHREY, INC., And (January 27th, 2016)

This AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (Agreement) is entered into as of December 10, 2013, among FOCUS FINANCIAL PARTNERS, LLC, a Delaware limited liability company (the Company), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a Designated Borrower and, together with the Company, the Borrowers and each a Borrower), each lender from time to time party hereto (collectively, the Lenders and individually, a Lender) and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender.

Proteostasis Therapeutics, Inc. – Lease Agreement (December 23rd, 2015)

THIS LEASE AGREEMENT is made as of this 31st day of March, 2009, between ARE-TECH SQUARE, LLC, a Delaware limited liability company (Landlord), and PROTEOSTASIS THERAPEUTICS, INC., a Delaware corporation (Tenant).

Chs Inc. Amendment No. 4 to Note Purchase and Private Shelf Agreement (November 23rd, 2015)

Pursuant to that certain Note Purchase and Private Shelf Agreement dated as of April 13, 2004, as amended by that certain Amendment No. 1 to Note Purchase and Private Shelf Agreement dated as of April 9, 2007, that certain Amendment No. 2 to Note Purchase and Private Shelf Agreement dated as of January 18, 2008 and that certain Amendment No. 3 to Note Purchase and Private Shelf Agreement effective as of November 1, 2010, (as in effect immediately prior to giving effect to the Amendments (as defined below) provided for hereby, the "Existing Note Agreement", and as amended by this Amendment Agreement (as defined below) and as may be further amended, restated or otherwise modified from time to time, the "Note Agreement"), the Company issued, sold and has outstanding (a) Fifty Million Dollars ($50,000,000) in aggregate principal amount of its 5.78% Senior Series J Notes due February 18, 2018 (as amended, restated or otherwise modified from time to time as of the date hereof, the "Series J

InfraREIT, Inc. – Annex a Amended and Restated Note Purchase Agreement, as Amended by the Fourth Amendment [See Attached.] Annex a Fourth Amendment (2010 Note Purchase Agreement) (November 6th, 2015)

Sharyland Distribution & Transmission Services, L.L.C., a Texas limited liability company (the "Company"), agrees with each of the purchasers whose names appear at the end hereof (each, a "Purchaser" and, collectively, the "Purchasers"):

InfraREIT, Inc. – Contract (November 6th, 2015)

FOURTH AMENDMENT, dated as of September 28, 2015 (this "Amendment") to the AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, dated as of September 14, 2010 (as heretofore amended, restated, supplemented and otherwise modified, the "Agreement"), between SHARYLAND DISTRIBUTION & TRANSMISSION SERVICES, L.L.C. (the "Company"), a Texas limited liability company and a wholly-owned Subsidiary of Transmission and Distribution Company L.L.C., and the holders of the notes party thereto ("Holders"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings set forth in the Agreement (as amended hereby) and the rules of interpretation set forth therein shall apply to this Amendment.

Truck Hero, Inc. – $363,500,000 CREDIT FACILITY CREDIT AGREEMENT Dated as of July 28, 2014 by and Among TA THI BUYER, INC., as the Borrower, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES ARES CAPITAL CORPORATION for Itself, as a Lender, and as the Administrative Agent for All Lenders, GENERAL ELECTRIC CAPITAL CORPORATION for Itself, as a Lender, as Swingline Lender, and as Revolver Agent, and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO as Lenders (September 16th, 2015)

This CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, restated, amended and restated, extended, supplemented and/or modified from time to time, this Agreement) is entered into as of July 28, 2014, by and among TA THI Buyer, Inc., a Delaware corporation (Buyer and prior to the Merger described below, referred to herein as the Borrower and upon and after giving effect to the Merger referred to below, Tectum Holdings, Inc., a Delaware corporation (the Company), shall succeed to Buyers rights and obligations as the Borrower), TA THI Holdings, Inc., a Delaware corporation (Holdings), the other Persons party hereto that are designated as a Credit Party, Ares Capital Corporation, a Maryland corporation (in its individual capacity, Ares Capital Corporation), as Administrative Agent for itself as a lender and the several financial institutions from time to time party to this Agreement (collectively, the Lenders and individually each a Lender) and Genera

Truck Hero, Inc. – $56,500,000 CREDIT FACILITY SECOND LIEN CREDIT AGREEMENT Dated as of July 28, 2014 by and Among TA THI BUYER, INC., And, After the Consummation of the Merger, TECTUM HOLDINGS, INC. As the Borrower, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES AMERICAN CAPITAL, LTD. For Itself, as a Lender, and as the Administrative Agent for All Lenders, and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO as Lenders (September 16th, 2015)

This SECOND LIEN CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, restated, amended and restated, extended, supplemented and/or modified from time to time, this Agreement) is entered into as of July 28, 2014, by and among TA THI Buyer, Inc., a Delaware corporation (Buyer and prior to the Merger described below, referred to herein as the Borrower and upon and after giving effect to the Merger referred to below, Tectum Holdings, Inc., a Delaware corporation (the Company), shall succeed to Buyers rights and obligations as the Borrower), TA THI Holdings, Inc., a Delaware corporation (Holdings), the other Persons party hereto that are designated as a Credit Party, American Capital, Ltd. (in its individual capacity, American Capital), as a Lender and as Administrative Agent for the several financial institutions from time to time party to this Agreement (collectively, the Lenders and individually each a Lender) and such Lenders.

CM Finance Inc – Preliminary Statement (September 8th, 2015)
Apellis Pharmaceuticals, Inc. – Investors Rights Agreement (August 19th, 2015)

THIS INVESTORS RIGHTS AGREEMENT is made as of the 30th day of July, 2013, by and among Apellis Pharmaceuticals, Inc., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor, and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.

Proteostasis Therapeutics, Inc. – Lease Agreement (June 18th, 2015)

THIS LEASE AGREEMENT is made as of this 31st day of March, 2009, between ARE-TECH SQUARE, LLC, a Delaware limited liability company (Landlord), and PROTEOSTASIS THERAPEUTICS, INC., a Delaware corporation (Tenant).

RESEARCH, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT by and Between Sangamo BioSciences, Inc. And Juvenile Diabetes Research Foundation International (April 28th, 2015)

This Agreement (this "Agreement") is made on this 24th day of October, 2006, by and between Sangamo BioSciences, Inc., a Delaware corporation, with its principal office at 501 Canal Boulevard, Suite A100, Richmond, CA 94804 ("Sangamo") and Juvenile Diabetes Research Foundation International, a Pennsylvania nonprofit corporation with its principal offices at 120 Wall Street, New York, NY 10005 ("JDRF"). This Agreement shall become effective on the Effective Date (as defined below). Sangamo and JDRF are each a "Party," and, collectively, the "Parties."

OMEGA PHARMA N.V. 5.1045 % Guaranteed Senior Notes Due July 28, 2023 NOTE PURCHASE AGREEMENT Dated May 19, 2011 (April 3rd, 2015)

OMEGA PHARMA N.V., a company incorporated with limited liability in Belgium (the Company), agrees with each Purchaser as follows:

Wayfair Inc. – COPLEY PLACE BOSTON, MASSACHUSETTS OFFICE LEASE Between COPLEY PLACE ASSOCIATES, LLC as Landlord and WAYFAIR LLC, as Tenant DATED April 18, 2013 FROM THE OFFICE OF: Goulston & Storrs, P.C. 400 Atlantic Avenue Boston, Massachusetts 02110-3333 (March 19th, 2015)

THIS INSTRUMENT is an Agreement of Lease in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the Office Section of Copley Place (hereinafter referred to as the Office Section) located at 100 Huntington Avenue, Boston, Suffolk County, Massachusetts (the project known as Copley Place, including without limitation the hotel portions thereof, plazas, pedestrian bridges, service areas and all other common areas, together with all present and future easements, additions, improvements, air rights and other rights appurtenant thereto, is hereinafter referred to as the Property), subject to the covenants, terms, provisions and conditions of this Lease. The Office Section means the seven (7) levels of office area in four so-called Towers (denoted, respectively, as One Copley Place, Two Copley Place, Three Copley Place and Four Copley Place or as Tower 1, Tower II, Tower Ill and Tower IV, respectively), containing approximately 867,564 square feet