Broad and Cassel Sample Contracts

Virgin Trains USA LLC – Contract (November 16th, 2018)
CLS Holdings USA, Inc. – Secured Promissory Note (November 6th, 2018)

This Note shall bear interest at the rate of 6% per annum. On March 1, 2020 (the "Initial Payment Date"), all accrued interest shall be added to the outstanding principal due hereunder and such amount shall be payable in eight equal quarterly installments, commencing on the Initial Payment Date, together with interest accruing after the Initial Payment Date. This Note shall mature and all outstanding principal, accrued interest and any other amounts due hereunder, shall become due and payable in full on the third anniversary of this Note.

CLS Holdings USA, Inc. – Employment Agreement (August 1st, 2018)

This Employment Agreement (hereinafter referred to as "Agreement") is entered into by and between CLS Nevada, Inc., a Nevada corporation (hereinafter referred to as the "Company"), and Don Decatur (hereinafter referred to as "Executive").

CLS Holdings USA, Inc. – Employment Agreement (August 1st, 2018)

This Employment Agreement (hereinafter referred to as "Agreement") is entered into by and between CLS Nevada, Inc., a Nevada corporation (hereinafter referred to as the "Company"), and Benjamin Sillitoe (hereinafter referred to as "Executive").

CLS Holdings USA, Inc. – Warrant (July 24th, 2018)

NEITHER THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE INTO HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND ACCORDINGLY, MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR PURSUANT TO AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, THE AVAILABILITY OF WHICH IS CONFIRMED BY AN OPINION OF COUNSEL IN GENERALLY ACCEPTABLE FORM AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS..

CLS Holdings USA, Inc. – Convertible Debenture (July 24th, 2018)

FOR VALUE RECEIVED, CLS HOLDINGS USA, INC., a Nevada corporation (the "Company"), hereby promises to pay to the order of YA II PN, LTD. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), on any Installment Date with respect to the Installment Amount due on such Installment Date (each, as defined herein), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon any Installment Date or the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Convertible Debenture (

CLS Holdings USA, Inc. – Registration Rights Agreement (May 17th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 11, 2018, by and among CLS HOLDINGS USA, INC., a Nevada corporation (the "Company"), and among YA II PN, LTD., a Cayman Islands exempt company (the "Investor").

CLS Holdings USA, Inc. – Securities Purchase Agreement (May 17th, 2018)

THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of May 11, 2018, by and among CLS HOLDINGS USA, INC, a Nevada corporation (the "Company"), and YA II PN, LTD., a Cayman Islands exempt company ("Investor").

CLS Holdings USA, Inc. – Warrant (May 17th, 2018)

NEITHER THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE INTO HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND ACCORDINGLY, MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR PURSUANT TO AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, THE AVAILABILITY OF WHICH IS CONFIRMED BY AN OPINION OF COUNSEL IN GENERALLY ACCEPTABLE FORM AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS..

CLS Holdings USA, Inc. – Convertible Debenture (May 17th, 2018)

FOR VALUE RECEIVED, CLS HOLDINGS USA, INC., a Nevada corporation (the "Company"), hereby promises to pay to the order of YA II PN, LTD. or registered assigns (the "Holder") the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), on any Installment Date with respect to the Installment Amount due on such Installment Date (each, as defined herein), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon any Installment Date or the Maturity Date or acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Convertible Debenture (

Bfc Financial – LOAN AND SECURITY AGREEMENT by and Among BBX CAPITAL CORPORATION, a Florida Corporation, FOOD FOR THOUGHT RESTAURANT GROUP-FLORIDA, LLC, a Florida Limited Liability Company, BBX CAPITAL FLORIDA LLC, a Florida Limited Liability Company, WOODBRIDGE HOLDINGS, LLC, a Florida Limited Liability Company and BBX SWEET HOLDINGS, LLC, a Florida Limited Liability Company, Collectively, as Borrowers and IBERIABANK, a Louisiana State-Chartered Bank, as Administrative Agent and THE LENDERS FROM TIME TO TIME PARTY HERETO as Lenders Dated: As of March 6, 2018 (March 9th, 2018)

THIS LOAN AND SECURITY AGREEMENT (this "Agreement") is dated March 6, 2018 is entered into by and among BBX CAPITAL CORPORATION, a Florida corporation, FOOD FOR THOUGHT RESTAURANT GROUP-FLORIDA, LLC, a Florida limited liability company, BBX CAPITAL FLORIDA LLC, a Florida limited liability company, WOODBRIDGE HOLDINGS, LLC, a Florida limited liability company and BBX SWEET HOLDINGS, LLC, a Florida limited liability company (each a "Borrower" and collectively, "Borrowers"), and IBERIABANK, a Louisiana state-chartered bank, in its capacity as agent acting for and on behalf of the parties to this Agreement as lenders (in such capacity, "Administrative Agent"), the parties to this Agreement as lenders (individually a "Lender" and collectively, "Lenders").

CLS Holdings USA, Inc. – Employment Agreement (December 6th, 2017)

This Employment Agreement (hereinafter referred to as "Agreement") is entered into by and between CLS Holdings USA, INC., a Nevada corporation (hereinafter referred to as the "Company"), and David Lamadrid (hereinafter referred to as "Executive").

AGREEMENT AND PLAN OF MERGER by and Among IBERIABANK CORPORATION, IBERIABANK, and GIBRALTAR PRIVATE BANK & TRUST COMPANY Dated as of October 19, 2017 (October 20th, 2017)

This AGREEMENT AND PLAN OF MERGER (this Agreement), dated as of October 19, 2017, is by and among IBERIABANK Corporation, a Louisiana corporation (Purchaser), IBERIABANK, a Louisiana-chartered commercial bank and wholly-owned Subsidiary of Purchaser (Purchaser Bank), and Gibraltar Private Bank & Trust Company, a federal savings bank (the Bank).

CNL Growth Properties, Inc. – Agreement of Sale and Purchase of Membership Interest (August 4th, 2017)

THIS AGREEMENT OF SALE AND PURCHASE OF MEMBERSHIP INTEREST (this "Agreement") is made as of June 9, 2017 ("Effective Date"), by and between GGT HAMPTON ROADS VA HOLDINGS, LLC, a Delaware limited liability company ("GGT") and BAINBRIDGE PRICES FORK MEMBER, LLC, a Florida limited liability company ("Bainbridge", and together with GGT, the "Seller"), and AMZAK PRICES FORK HOLDINGS, LLC, a Florida limited liability company ("Buyer").

Seanergy Maritime Holdings Corp – Registration Rights Agreement (April 28th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into effective as of March 26, 2010, by and among Seanergy Maritime Holdings Corp., a Marshall Islands corporation (the "Company"), and the shareholders signatory hereto (the "Investors").

Amendment to Office Lease (November 4th, 2016)

THIS AMENDMENT TO OFFICE LEASE (this "Amendment") is made effective as of this 19th day of September, 2016, by and between MAINSTREET CV NORTH 40, LLC, a Delaware limited liability company ("Landlord") and CROSS COUNTRY HEALTHCARE, INC., a Delaware corporation ("Tenant").

CNL Growth Properties, Inc. – Agreement of Sale and Purchase (August 8th, 2016)

THIS AGREEMENT OF SALE AND PURCHASE (this "Agreement") is made as of June 15, 2016 ("Effective Date"), by and between GGT PATTERSON PLACE NC VENTURE, LLC, a Delaware limited liability company ("Seller"), and PATTERSON MULTIFAMILY DURHAM, LP, a Delaware limited partnership ("Buyer").

CLS Holdings USA, Inc. – Securities Purchase Agreement (June 3rd, 2016)

This Securities Purchase Agreement (this "Agreement") is dated as of March 18, 2016, between CLS Holdings USA Inc., a Nevada corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively, the "Purchasers").

CB Pharma Acquisition Corp. – Agreement (May 23rd, 2016)

THIS AGREEMENT (this "Agreement") is dated as of May 20, 2016 by and among Fortress Biotech, Inc. ("Fortress"), Adam J. Chill ("Chill"), Arthur A. Kornbluth ("Kornbluth"), Neil Herskowitz ("Herskowitz"), EJF Opportunities, LLC ("EJF"), Stephen B. Pudles ("Pudles"), Jose M. Aldeanueva ("Aldeanueva"), Jeffrey J. Gutovich Profit Sharing Plan ("GPSP") and Barry Rodgers ("Rodgers") and CB Pharma Acquisition Corp., a Cayman Islands company (the "Company"). Fortress, Chill, Kornbluth and Herskowitz are each herein referred to individually as a "Seller" and collectively as the "Sellers". EJF, Pudles, Aldeanueva, GPSP and Rodgers are each herein referred to individually as an "Investor" and collectively as the "Investors".

CLS Holdings USA, Inc. – Equity Purchase Agreement (April 20th, 2016)

This Equity Purchase Agreement is entered into as of the 18th day of April, 2016 (this "Agreement"), by and between CLS Holdings USA, Inc., a Nevada corporation (the "Company"), and Old Main Capital, LLC, a Florida limited liability company (the "Investor").

CLS Holdings USA, Inc. – 8% Convertible Promissory Note Due March 18, 2017 (March 24th, 2016)

THIS 8% CONVERTIBLE PROMISSORY NOTE is a duly authorized and validly issued 8% Convertible Promissory Note of CLS Holdings USA Inc., a Nevada corporation (the "Company"), having its principal place of business at 1435 Yarmouth Street, Boulder, Colorado 80304, designated as its 8% Convertible Promissory Note due March 18, 2017 (the "Note").

CLS Holdings USA, Inc. – Securities Purchase Agreement (March 24th, 2016)

This Securities Purchase Agreement (this "Agreement") is dated as of March [ ], 2016, between CLS Holdings USA Inc., a Nevada corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively, the "Purchasers").

Excel Global – Placement Agency Agreement (May 15th, 2015)

Introduction. Subject to the terms and conditions herein (this "Agreement"), Pershing Gold Corp., a Nevada corporation (the "Company"), hereby agrees to sell up to an aggregate of a minimum of $1,000,000 of its units (the "Minimum Offering") and a maximum of $15,000,000 of its units (the "Maximum Offering"), which may be increased at the election of the Company up to $30,000,000 (the "Increased Maximum Offering"), with each unit (a "Unit") consisting of: (i) one share of common stock, par value $0.0001 per share (the "Unit Shares"), and (ii) one warrant (an "Investor Warrant") to purchase 0.4 of one share of Common Stock at an exercise price of $0.44 per share (the "Investor Warrant Shares" and, together with the Unit Shares and the Investor Warrants, the "Securities"). The Securities are being sold directly to a limited number of "accredited investors" (each, an "Investor" and, collectively, the "Investors") as such term is defined in Rule 501 of Regulation D ("Regulation D") promulga

Federated National Holding Company – MANAGING GENERAL AGENCY AND CLAIMS ADMINISTRATION AGREEMENT ("Agreement") Between FedNat Underwriters, Inc. (Hereinafter Called the "MGA") and Monarch National Insurance Company (Hereinafter Called the "Company") Made as of the 17th Day of March, 2015. (May 11th, 2015)

WHEREAS, the Company is admitted to transact insurance business in the State of Florida and such other states identified in Schedule I of this Agreement, and authorized to issue policies of insurance in those states and may be admitted in additional jurisdictions in the future; and

CNL Growth Properties, Inc. – Purchase and Sale Agreement (July 1st, 2013)

THIS PURCHASE AND SALE AGREEMENT is made and entered into as of 5th day of March, 2012 (the Effective Date), by and between Boulevard Forest & Trees LLC, a North Carolina limited liability company ("Seller"), and Bainbridge Communities Acquisition I, LLC, a Florida limited liability company ("Buyer"). Seller and Buyer are sometimes referred to herein as the Parties.

MergeWorthRx Corp. – Registration Rights Agreement (July 1st, 2013)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the 26th day of June, 2013, by and among MedWorth Acquisition Corp., a Delaware corporation (the "Company"), and the undersigned parties listed under Investor on the signature page hereto (each, an "Investor" and collectively, the "Investors").

AGREEMENT FOR DEVELOPMENT OF POINCIANA PARKWAY by and Between OSCEOLA COUNTY, FLORIDA POLK COUNTY, FLORIDA AVATAR PROPERTIES INC. AND OSCEOLA COUNTY EXPRESSWAY AUTHORITY (April 16th, 2013)

THIS AGREEMENT FOR DEVELOPMENT OF POINCIANA PARKWAY (this Development Agreement) is made and entered into as of October 15, 2012 by and between Osceola County, a charter county and political subdivision of the State of Florida (Osceola County), Polk County, a charter county and political subdivision of the State of Florida (Polk County), Avatar Properties Inc., a Florida corporation (Avatar) and the Osceola County Expressway Authority, a body politic and corporate created by Part V, chapter 348, Florida Statutes (the Expressway Authority).

MergeWorthRx Corp. – MedWorth Acquisition Corp. (April 1st, 2013)
MergeWorthRx Corp. – Stock Escrow Agreement (April 1st, 2013)

STOCK ESCROW AGREEMENT, dated as of ___________, 2013 ("Agreement"), by and among MEDWORTH ACQUISITION CORP., a Delaware corporation ("Company"), Charles F. Fistel ("Fistel"), Stephen B. Cichy ("Cichy"), and Anthony Minnuto ("Minnuto" and together with Fistel and Cichy, the "Insiders"), ___________ and ________ (collectively with the Insiders, the "Initial Stockholders") and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation ("Escrow Agent").

MergeWorthRx Corp. – Subscription Agreement as of March 13, 2013 (April 1st, 2013)

The undersigned hereby subscribes for and agrees to purchase 12,500 shares of common stock ("Sponsors' Shares") of MedWorth Acquisition Corp. (the "Corporation"), at $8.00 per Sponsor Share, for an aggregate purchase price of $100,000 ("Purchase Price"). The closing of the purchase of the Sponsors' Shares shall occur simultaneously with the consummation of the Corporation's initial public offering of securities ("IPO") pursuant to a Registration Statement on Form S-1 filed by the Corporation with the Securities and Exchange Commission (the "Registration Statement"). EarlyBirdCapital, Inc. is acting as representative of the underwriters in the IPO. The Sponsors' Shares will be sold to the undersigned on a private placement basis and not as part of the IPO.

MergeWorthRx Corp. – Subscription Agreement as of March 13, 2013 (April 1st, 2013)

The undersigned hereby subscribes for and agrees to purchase 12,500 shares of common stock ("Sponsors' Shares") of MedWorth Acquisition Corp. (the "Corporation"), at $8.00 per Sponsor Share, for an aggregate purchase price of $100,000 ("Purchase Price"). The closing of the purchase of the Sponsors' Shares shall occur simultaneously with the consummation of the Corporation's initial public offering of securities ("IPO") pursuant to a Registration Statement on Form S-1 filed by the Corporation with the Securities and Exchange Commission (the "Registration Statement"). EarlyBirdCapital, Inc. is acting as representative of the underwriters in the IPO. The Sponsors' Shares will be sold to the undersigned on a private placement basis and not as part of the IPO.

MergeWorthRx Corp. – Subscription Agreement as of March 26, 2013 (April 1st, 2013)

The undersigned hereby subscribes for and agrees to purchase a number of shares of common stock ("Sponsors' Shares") of MedWorth Acquisition Corp. (the "Corporation"), at $8.00 per Sponsor Share (the "Purchase Price"), equal to 586,250 less the number of Sponsors' Shares purchased by the other officers and directors of the Corporation between the date hereof and effective date of the Corporation's Registration Statement on Form S-1 filed by the Corporation with the Securities and Exchange Commission (the "Registration Statement") in connection with its initial public offering of securities ("IPO"). EarlyBirdCapital, Inc. is acting as representative of the underwriters in the IPO. In addition, if the underwriters in the IPO exercise the over-allotment option, in part or in full, the undersigned agrees to purchase up to an additional 72,000 Sponsors' Shares, pro rata based on the percentage of the overallotment option that is exercised (the "Over-allotment Sponsors' Shares"), at $8.00 pe

MergeWorthRx Corp. – Investment Management Trust Agreement (April 1st, 2013)

This Agreement is made as of ___________, 2013 by and between MedWorth Acquisition Corp. (the "Company") and Continental Stock Transfer & Trust Company ("Trustee").

MergeWorthRx Corp. – Registration Rights Agreement (April 1st, 2013)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the ___ day of _________, 2013, by and among MedWorth Acquisition Corp., a Delaware corporation (the "Company"), and the undersigned parties listed under Investor on the signature page hereto (each, an "Investor" and collectively, the "Investors").

Termination and Settlement Agreement (August 23rd, 2012)

This TERMINATION AND SETTLEMENT AGREEMENT (this Agreement) is entered into as of this day of , 2012 (the Effective Date), by and among CIRCLE ENTERTAINMENT SV-I, LLC, a Delaware limited liability company (the Circle), WILLIAM J. KITCHEN, an individual (Kitchen), and US THRILLRIDES, LLC, a Florida limited liability company (ThrillRides, and together with Kitchen, the Kitchen Parties). Circle, Kitchen, and ThrillRides are each referred to herein as a Party and, collectively, as the Parties.