Colorado Sample Contracts

Secured Convertible Promissory Note (August 20th, 2018)

This Note carries an OID of $50,000.00. In addition, Borrower agrees to pay $25,000.00 to Lender to cover Lender's legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of this Note (the "Transaction Expense Amount"), all of which amount is included in the initial principal balance of this Note. The purchase price for this Note shall be $500,000.00 (the "Purchase Price"), computed as follows: $575,000.00 original principal balance, less the OID, less the Transaction Expense Amount. The Purchase Price shall be paid by wire transfer of immediately available funds in two (2) tranches. The first tranche in the amount of $300,000.00 shall be due and payable on the date hereof. The second tranche of $200,000 shall only be due and payable upon satisfaction of the condition set forth in Section 1.2 of the Purchase Agreement (the "Funding Conditions"). In the event the Funding Conditions are not satisfied by May 23,

Securities Purchase Agreement (August 20th, 2018)

THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of May 8, 2018, is entered into by and between ASCENT SOLAR TECHNOLOGIES, INC., a Delaware corporation ("Company"), and ST. GEORGE INVESTMENTS LLC, a Utah limited liability company, its successors and/or assigns ("Investor").

Loan and Security Agreement (August 20th, 2018)

This FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of August 15, 2018 ("Amendment Date"), by and among BLUEGREEN VACATIONS CORPORATION, a Florida corporation f/k/a Bluegreen Corporation ("Borrower"), each of the financial institutions from time to time party hereto (individually, each a "Lender", and collectively, the "Lenders") and PACIFIC WESTERN BANK, a California state-chartered bank, as successor-by-merger to CapitalSource Bank, as administrative, payment and collateral agent for itself, as a Lender and the other Lenders (in such capacities, "Agent").

St. Mary Land – FOURTH SUPPLEMENTAL INDENTURE Dated as of August 20, 2018 (August 20th, 2018)

FOURTH SUPPLEMENTAL INDENTURE (this Supplemental Indenture), dated as of August 20, 2018, by and between SM Energy Company, a Delaware corporation (the Company), and U.S. Bank National Association, as trustee (the Trustee) under the Indenture, dated as of May 21, 2015, among the Company and the Trustee (the Base Indenture and, as amended and supplemented by this Supplemental Indenture in respect of the Notes, the Indenture).

Millennium Blockchain, Inc. – Contract (August 20th, 2018)

THIS DOCUMENT IS DIRECTED ONLY AT RELEVANT PERSONS AND PERSONS WHO ARE NOT RELEVANT PERSONS SHOULD NOT TAKE ANY ACTION BASED UPON THIS DOCUMENT AND SHOULD NOT RELY ON IT. IT IS A CONDITION OF YOU RECEIVING AND RETAINING THIS DOCUMENT THAT YOU WARRANT TO THE COMPANY, ITS DIRECTORS, AND ITS OFFICERS THAT YOU ARE A RELEVANT PERSON.

Millennium Blockchain, Inc. – Contract (August 20th, 2018)

THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.

Dividend Capital Diversified Property Fund Inc. – Amendment to Agreement (August 17th, 2018)

THIS AMENDMENT TO AGREEMENT (this Amendment) is dated to be effective for all purposes as of March 1, 2018 (the Effective Date) and is entered into by and between BC Exchange Manager LLC, a Delaware limited liability company (BC Manager) and BC Exchange Advisor LLC, a Delaware limited liability company (BC Advisor) with reference to the following facts:

Principia Biopharma Inc. – Lease Agreement (August 17th, 2018)

THIS LEASE AGREEMENT (this Lease) is made this 1st day of May, 2011, between ARE-EAST JAMIE COURT, LLC, a Delaware limited liability company (Landlord), and PRINCIPIA BIOPHARMA INC., a Delaware corporation (Tenant).

Foundation Building Materials, Inc. – ABL CREDIT AGREEMENT Dated as of August 13, 2018 Among FBM ALPHA LLC, as Holdings, FOUNDATION BUILDING MATERIALS HOLDING COMPANY LLC, as the Lead Borrower, THE ADDITIONAL US BORROWERS PARTY HERETO, THE CANADIAN BORROWERS PARTY HERETO, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent, and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, GOLDMAN SACHS BANK USA, RBC CAPITAL MARKETS1, and SUNTRUST ROBINSON HUMPHREY, as Joint Lead Arrangers and Joint Bookrunners (August 17th, 2018)
Dividend Capital Diversified Property Fund Inc. – Facilitation Fee Agreement (August 17th, 2018)

THIS FACILITATION FEE AGREEMENT (this Agreement) is to be effective for all purposes as of August 13, 2018, by and between Black Creek Exchange LLC, a Delaware limited liability company (BCX Sponsor) and Black Creek Diversified Property Advisors LLC, a Delaware limited liability company (DPF Advisor).

Principia Biopharma Inc. – Amended and Restated Investors Rights Agreement (August 17th, 2018)

This Amended and Restated Investors Rights Agreement (this Agreement) is made as of August 16, 2018, by and among Principia Biopharma Inc., a Delaware corporation (the Company), and the persons and entities (each, an Investor and collectively, the Investors) listed on Exhibit A hereto.

Dividend Capital Diversified Property Fund Inc. – Second Amendment to Agreement (August 17th, 2018)

THIS SECOND AMENDMENT TO AGREEMENT (this Amendment) is to be effective for all purposes as of August 13, 2018 (the Effective Date) and is entered into by and between BC Exchange Manager LLC, a Delaware limited liability company (BC Manager) and BC Exchange Advisor LLC, a Delaware limited liability company (BC Advisor) with reference to the following facts:

Dividend Capital Diversified Property Fund Inc. – AMENDED AND RESTATED DEALER MANAGER AGREEMENT August 13, 2018 (August 17th, 2018)

Black Creek Exchange LLC, a Delaware limited liability company (the Company), is offering for sale from time to time, either directly or through wholly-owned subsidiaries, in one or more private placements (each, a Private Placement, and collectively, the Private Placements) of beneficial interests (each, an Interest and, collectively, the Interests) in specific Delaware statutory trusts (each, a Trust and collectively, the Trusts) reflecting an indirect ownership of up to $500,000,000 of Interests (measured from the date of the Original DMA, as defined below), pursuant to the Confidential Program Description Memorandum, dated as of September 1, 2017 (as may be amended or supplemented from time to time, the Memorandum). The Company is a wholly-owned subsidiary of Black Creek Diversified Property Operating Partnership LP, a Delaware limited partnership (the Operating Partnership). The Operating Partnership is the entity through which Black Creek Diversified Property Fund Inc., a Maryla

Principia Biopharma Inc. – Lease Agreement (August 17th, 2018)

THIS LEASE AGREEMENT (this Lease) is made this 17th day of February, 2011, between ARE-EAST JAMIE COURT, LLC, a Delaware limited liability company (Landlord), and SEQUENTA, INC., a Delaware corporation (Tenant).

Century Casinos, Inc. – Letterhead of Unicredit Bank Austria Ag (August 16th, 2018)

In reference to the talks held with you, we wish to inform you that we are willing to place a revolving credit at your disposal up to the amount of EUR 7,000,000.00 (in words: seven million and 00/100 Euro) at the conditions given below. According to the agreement, the above credit can be used in the form of a fixed-rate loan. It may also be used in the following currencies: US-Dollar (USD).

Mcewen Mining Inc – CREDIT AGREEMENT Among McEwen MINING INC. (As Borrower) and THE LENDERS FROM TIME TO TIME PARTY TO THIS AGREEMENT (As Lenders) and ROYAL CAPITAL MANAGEMENT CORP. (As Administrative Agent) Dated as of August 10, 2018 (August 16th, 2018)

WHEREAS, the Borrower has requested, and the Lenders party hereto have agreed to establish, the Credit Facility described in this Agreement in favour of the Borrower on and subject to the terms and conditions set forth herein;

American Brewing Company, Inc. – LOAN AND SECURITY AGREEMENT Dated as of August 10, 2018 Between Siena Lending Group LLC, as Lender, New Age Beverages Corporation NABC, INC. NABC Properties, LLC New Age Health Sciences, Inc. As Borrower, (August 16th, 2018)

This Loan and Security Agreement (as it may be amended, restated or otherwise modified from time to time, this "Agreement") is entered into as of August 10, 2018 among (1) SIENA LENDING GROUP LLC, together with its successors and assigns ("Lender"), (2) NEW AGE BEVERAGES CORPORATION, a Washington corporation ("Borrower 1"), NABC, INC., a Colorado corporation ("Borrower 2") NABC PROPERTIES, LLC, a Colorado limited liability company ("Borrower 3"), NEW AGE HEALTH SCIENCES, INC., a Nevada corporation ("Borrower 4 and together with Borrower 1, Borrower 2, Borrower 3 and any other Person who from time to time becomes a borrower hereunder, individually and collectively as the context may require, "Borrower"). The Schedules and Exhibits to this Agreement are an integral part of this Agreement and are incorporated herein by reference. Terms used, but not defined elsewhere, in this Agreement are defined in Schedule B.

American Brewing Company, Inc. – Intellectual Property Security Agreement (August 16th, 2018)

THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT (the "Agreement") made as of this 10th day of August, 2018 by NEW AGE BEVERAGES CORPORATION, a corporation organized under the laws of the State of Washington, and NEW AGE HEALTH SCIENCES, INC., a corporation formed under the laws of the State of Nevada (collectively, "Grantors" and each a "Grantor"), in favor of SIENA LENDING GROUP LLC, as lender (together with its successors and assigns, the "Lender").

Birner Dental Management Services, Inc. – First Follow-On Securities Purchase Agreement (August 16th, 2018)

THIS FIRST FOLLOW-ON SECURITIES PURCHASE AGREEMENT (this "Agreement") is entered into as of August 15, 2018, by and among BIRNER DENTAL MANAGEMENT SERVICES, INC., a Colorado corporation (the "Company"), and the investor set forth on the signature page hereto (the "Investor").

American Brewing Company, Inc. – Collateral Pledge Agreement (August 16th, 2018)

This Collateral Pledge Agreement (this "Agreement") dated as of August 10, 2018, is made by NEW AGE BEVERAGES CORPORATION, a Washington corporation ("Pledgor"), with an address at 1700 E 68th Avenue, Denver, CO in favor in favor of SIENA LENDING GROUP LLC (as originating lender, and after the Closing Date as servicer for affiliated assignee, Siena Funding LLC, a Delaware limited liability company ("Siena Funding"), and together with Siena Funding the "Lender" under the Loan Agreement (defined below), and herein referred to as the "Secured Party")

Veritone, Inc. – AGREEMENT AND PLAN OF MERGER Among VERITONE, INC., PROJECT WEST ACQUISITION CORPORATION, WAZEE DIGITAL, INC. And WEST VICTORY STOCKHOLDER REPRESENTATIVE, LLC Dated as of August 13, 2018 (August 15th, 2018)
Principia Biopharma Inc. – Lease Agreement (August 15th, 2018)

THIS LEASE AGREEMENT (this Lease) is made this 17th day of February, 2011, between ARE-EAST JAMIE COURT, LLC, a Delaware limited liability company (Landlord), and SEQUENTA, INC., a Delaware corporation (Tenant).

KLX Energy Services Holdings, Inc. – Form of Amended and Restated Employment Agreement (August 15th, 2018)

This Amended and Restated Employment Agreement (this Agreement) is entered as of [*], 2018, by and between KLX Energy Services Holdings, Inc., a Delaware corporation (the Company), and Gary J. Roberts (the Executive).

Principia Biopharma Inc. – Lease Agreement (August 15th, 2018)

THIS LEASE AGREEMENT (this Lease) is made this 1st day of May, 2011, between ARE-EAST JAMIE COURT, LLC, a Delaware limited liability company (Landlord), and PRINCIPIA BIOPHARMA INC., a Delaware corporation (Tenant).

Dcp Midstream Partners Lp – Table of Contents (August 14th, 2018)
Carbon Natural Gas Co – July 20, 2018 (August 14th, 2018)
Xsunx Inc – Convertible Promissory Note (August 14th, 2018)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

Insurance Mgmt Solutions Grp – Asset Purchase Agreement (August 14th, 2018)

THIS AGREEMENT, is made and entered into as of the fifteenth day of May, 2018, by and among Sow Organic, LLC, a Mississippi limited liability company ("Seller"); and Crosstek Solutions, LLC a Mississippi limited liability company ("Crosstek"), and Uptrend Technologies, Inc. a California corporation ("Uptrend"); and Brandon Orther, a resident of California, ("Uptrend Principal"); and Delta Engineering Solutions, LLC ("Crosstek Principal"); and Seth Broadfoot, Matthew F. Bell and Lydia Henshaw (collectively "Delta Principals") (collectively Uptrend, Uptrend Principal, Crosstek, Crosstek Principals and Delta Principals are "Seller Principals"); and Where Food Comes From, Inc., a Colorado corporation ("Buyer"). Seller and Seller Principals are referred to collectively as "Seller Parties" and singularly as a "Seller Party".

Amended and Restated Loan and Security Agreement (August 14th, 2018)

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Agreement") dated as of August 10, 2018 (the "Effective Date") between SILICON VALLEY BANK, a California corporation with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 ("Bank"), and ARRAY BIOPHARMA INC., a Delaware corporation with offices located at 3200 Walnut Street, Boulder, Colorado 80301 ("Borrower"), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Loan and Security Agreement, dated as of December 22, 2016 (as amended and as in effect immediately prior to the Effective Date, the "Prior Loan Agreement"). The parties agree as follows:

Consulting Agreement (August 14th, 2018)
General Employment Enterprises, Inc. – Third Amendment and Third Waiver to Revolving Credit, Term Loan and Security Agreement (August 14th, 2018)

THIRD AMENDMENT AND THIRD WAIVER, dated as of August 10, 2018 (this "Amendment"), to the Revolving Credit, Term Loan and Security Agreement dated as of March 31, 2017 (as amended, amended and restated, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among GEE GROUP INC., an Illinois corporation ("Holdings"), SCRIBE SOLUTIONS, INC., a Florida corporation ("Scribe"), AGILE RESOURCES, INC., a Georgia corporation ("Agile"), ACCESS DATA CONSULTING CORPORATION, a Colorado corporation ("Access"), TRIAD PERSONNEL SERVICES, INC., an Illinois corporation ("Triad Personnel"), TRIAD LOGISTICS, INC., an Ohio corporation ("Triad Logistics"), PALADIN CONSULTING, INC., a Texas corporation ("Paladin"), BMCH, INC., an Ohio corporation ("BMCH"), GEE GROUP PORTFOLIO INC., a Delaware corporation and the surviving corporation of the merger of SNI HOLDCO INC., a Delaware corporation, with and into GEE Group Portfolio Inc., a Delaware corporation ("SNI Holdings"

Cel-Sci Corporation – HART & HART, LLC ATTORNEYS AT LAW 1624 Washington Street Denver, CO 80203 (August 14th, 2018)

By means of this prospectus, certain warrant holders of CEL-SCI Corporation (the "Company") are offering to sell up to 4,095,000 shares of the Company's common stock which are issuable upon the exercise of warrants.

Xsunx Inc – Securities Purchase Agreement (August 14th, 2018)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of August 6, 2018, by and between XSUNX, INC., a Colorado corporation, with its address at 65 Enterprise, Aliso Viejo, CA 92656 (the "Company"), and ___________________, a Virginia corporation, with its address at ______________________ (the "Buyer").

WestMountain Alternative Energy Inc – Registration Rights Agreement (August 14th, 2018)

This Registration Rights Agreement ("Agreement') is made and entered into this 27th day of April 2018, between Ofurace, LLC ("Shareholder"), and C-Bond Systems, LLC, a Texas limited liability company ("Company") (Company and Shareholder collectively, "Parties"). WHEREAS, the Company is prepared to consummate a proposed merger with WestMountain described below; and

Carbon Natural Gas Co – Membership Interest Purchase Agreement (August 14th, 2018)

This Membership Interest Purchase Agreement (this "Agreement"), dated as of May 4, 2018 (the "Execution Date"), is made and entered into by and among Old Ironsides Fund II-A Portfolio Holding Company, LLC, a Delaware limited liability company ("OIE Fund II-A") and Old Ironsides Fund II-B Portfolio Holding Company, LLC, a Delaware limited liability company ("OIE Fund II-B," and each of OIE Fund II-A and OIE Fund II-B, a "Seller," and together, the "Sellers"), and Carbon Natural Gas Company, a Delaware corporation (the "Purchaser") and concerns the Class A Units of Carbon Appalachian Company, LLC, a Delaware limited liability company (the "Company") held by the Sellers. Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the LLC Agreement (as defined herein).