Carlton Fields Sample Contracts

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Exhibit 2.1 AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • September 12th, 2001 • Dynamic Healthcare Technologies Inc • Services-computer integrated systems design • Delaware
AMENDED AND RESTATED AGREEMENT BETWEEN NOTE HOLDERS Dated as of June 8, 2017 by and between UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York, (Initial Note A-1 Holder), UBS AG, by and through its branch...
Agreement Between Note Holders • June 13th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-Rb1 • Asset-backed securities • New York

This AMENDED AND RESTATED AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of June 8, 2017 by and between UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (“UBS AG, New York Branch” (together with its successors and assigns in interest, as initial owner of Note A-1 described below, in its capacity as the “Initial Note A-1 Holder” and, in its capacity as the initial agent, the “Initial Agent”)), UBS AG, New York Branch (together with its successors and assigns in interest, as initial owner of Note A-2 described below, in its capacity as the “Initial Note A-2 Holder”), UBS AG, New York Branch (together with its successors and assigns in interest, as initial owner of Note A-3 described below, in its capacity as the “Initial Note A-3 Holder”), WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, FOR THE BENEFIT OF THE REGISTERED HOLDERS OF WELLS FARGO COMMERCIAL MORTGAGE TRUST 2017-RB1, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERI

WITNESSETH: -----------
Loan and Security Agreement • April 15th, 2003 • Elxsi Corp /De// • Retail-eating places • Illinois
RECITALS --------
Termination Agreement • November 4th, 2005 • Theglobe Com Inc • Services-advertising • Delaware
CO-LENDER AGREEMENT Dated as of June 1, 2017 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-3 Holder)
Co-Lender Agreement • October 17th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-C40 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 1, 2017, by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), CREFI (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”) and CREFI (together with its successors and assigns in interest, in its capacity as owner of Note A-3, the “Initial Note A-3 Holder” and, together with the Initial Note A-1 Holder and the Initial Note A-2 Holder, the “Initial Note Holders”).

FORM OF UNDERWRITING AGREEMENT COAST FINANCIAL HOLDINGS, INC. __________ SHARES COMMON STOCK
Underwriting Agreement • September 5th, 2003 • Coast Financial Holdings Inc • Alabama
ARTICLE I
Shareholder Agreement • September 12th, 2001 • Maxwell Bret R • Services-computer integrated systems design • Florida
MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • March 30th, 2017 • Wells Fargo Commercial Mortgage Trust 2017-Rb1 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of March 22, 2017, between UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).

ARTICLE I DEFINITIONS
Agreement and Plan of Merger • September 12th, 2001 • Maxwell Bret R • Services-computer integrated systems design • Delaware
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 5th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 1, 2008, between Imaging Diagnostic Systems, Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 26th, 2008 • Imaging Diagnostic Systems Inc /Fl/ • Electromedical & electrotherapeutic apparatus • New York
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SALES AGREEMENT
Sales Agreement • February 17th, 2004 • Singing Machine Co Inc • Phonograph records & prerecorded audio tapes & disks • Florida
EXHIBIT 10.1 SALE AND PURCHASE AGREEMENT BY AND BETWEEN QODE.COM, INC.,
Sale and Purchase Agreement • March 16th, 2001 • Neomedia Technologies Inc • Services-computer integrated systems design • Florida
EXHIBIT 99.6 STOCK PURCHASE AGREEMENT by and between Premier Laser Systems, Inc.
Stock Purchase Agreement • March 3rd, 1998 • Premier Laser Systems Inc • Electromedical & electrotherapeutic apparatus • California
CO-LENDER AGREEMENT Dated as of October 15, 2015 between RIALTO MORTGAGE FINANCE, LLC (Note A-1 Holder) and RIALTO MORTGAGE FINANCE, LLC (Note A-2 Holder)
Co-Lender Agreement • November 12th, 2015 • Wells Fargo Commercial Mortgage Trust 2015-C31 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of October 15, 2015, is between RIALTO MORTGAGE FINANCE, LLC, a Delaware limited liability company (“RMF”), having an address at 600 Madison Avenue, 12th Floor, New York, New York 10022, and, together with its successors and assigns in interest, in its capacity as the holder of Note A-1 (the “Note A-1 Holder”) and RMF, and, together with its successors and assigns in interest, in its capacity as the holder of Note A-2 (the “Note A-2 Holder”).

RECITALS
Strategic Alliance Agreement • February 10th, 2000 • Netwolves Corp • Services-computer integrated systems design • Florida
A. RECITALS.
Mortgage and Security Agreement • August 14th, 2000 • American Retirement Corp • Services-skilled nursing care facilities • Florida
JEH/EAGLE, L.P. AS BORROWERS, FLEET CAPITAL CORPORATION AS AGENT, AND
Loan and Security Agreement • March 12th, 2004 • Eagle Supply Group Inc • Wholesale-lumber, plywood, millwork & wood panels • New York
CO-LENDER AGREEMENT Dated as of September 16, 2016 between RIALTO MORTGAGE FINANCE, LLC (Note A-1 Holder) and RIALTO MORTGAGE FINANCE, LLC (Note A-2 Holder)
Lender Agreement • November 3rd, 2016 • Wells Fargo Commercial Mortgage Trust 2016-C36 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of September 16, 2016, is between RIALTO MORTGAGE FINANCE, LLC, a Delaware limited liability company (“RMF”), having an address at 600 Madison Avenue, 12th Floor, New York, New York 10022, and, together with its successors and assigns in interest, in its capacity as the holder of Note A-1 (the “Note A-1 Holder”) and RMF, and, together with its successors and assigns in interest, in its capacity as the holder of Note A-2 (the “Note A-2 Holder”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 10th, 2008 • Elandia International Inc. • Telephone communications (no radiotelephone) • New York

This Agreement is made pursuant to the Security Agreement, dated as of the date hereof, by and among the Purchaser, Elandia, Inc., the Company, and various subsidiaries of the Company (as amended, modified or supplemented from time to time, the “Security Agreement”), and pursuant to the Warrants referred to therein.

EXHIBIT 2.1 STOCK PURCHASE AGREEMENT by and between Premier Laser Systems, Inc.
Stock Purchase Agreement • March 9th, 1998 • Ophthalmic Imaging Systems Inc • Surgical & medical instruments & apparatus • California
CITRUS CENTER ORLANDO, FLORIDA
Real Estate Sale Agreement • August 18th, 1997 • First Capital Income Properties LTD Series Ix • Real estate • Florida
CREDIT AGREEMENT Dated as of January 27, 2015 among HSN, INC., as Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent, JPMORGAN CHASE BANK, N.A.,...
Credit Agreement • January 28th, 2015 • HSN, Inc. • Retail-miscellaneous shopping goods stores • New York

This CREDIT AGREEMENT (this “Credit Agreement”) is entered into as of January 27, 2015, among HSN, INC., a Delaware corporation (the “Borrower”), the Guarantors identified herein, the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent.

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