Colorado Sample Contracts

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Limited Liability Company Agreement of Wireless Maritime Services, Llc Between At&t Wireless Services, Inc. And Maritime Telecommunications Network, Inc. (November 17th, 2017)

This Limited Liability Company Agreement of Wireless Maritime Services, LLC (the "Agreement,") is made as of this 19th day of February, 2004 (the "Effective Date") by and between AT&T Wireless Services, Inc., a Delaware corporation ("AWS"), and Maritime Telecommunications Network, Inc., a Colorado corporation ("MTN").

General Employment Enterprises, Inc. – Second Amendment to Revolving Credit, Term Loan and Security Agreement (November 17th, 2017)

SECOND AMENDMENT, dated as of November 14, 2017 (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"), and SNI CO

Form of Exchange Agreement (November 17th, 2017)

The undersigned investor (the Investor), for itself and on behalf of the beneficial owners listed on Exhibit A.1 hereto (Accounts) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging notes, an Exchanging Investor) hereby agrees to exchange, with Array BioPharma Inc. (the Company) 3.00% Convertible Senior Notes due 2020, CUSIP 04269X AA3 (the Old Notes) it beneficially owns for 2.625% Convertible Senior Notes due 2024 (the 2024 Notes) and shares of the Companys Common Stock, par value $0.001 per share (the Exchange Shares) in the amounts set forth in and pursuant to the terms and conditions of this Exchange Agreement. No cash will be paid to any Exchanging Investor in respect of any accrued and unpaid interest on the Old Notes; provided that, with respect to all Old Notes exchanged pursuant to this Exchange Agreement, the Company shall make its regularly scheduled interest payment on December 1, 2017 pursuant to the

Cvr Refining Lp – Amendment No. 1 to Amended and Restated Abl Credit Agreement (November 17th, 2017)

WHEREAS, Agent, Lenders, Borrowers and Guarantors have entered into financing arrangements pursuant to which Lenders (or Agent on behalf of Lenders) may make loans and advances and provide other financial accommodations to Borrowers as set forth in the Amended and Restated ABL Credit Agreement, dated as of December 20, 2012, by and among Agent, Lenders, Borrowers and Guarantors (as the same now exists and is amended and supplemented pursuant hereto and may hereafter be further amended, modified, supplemented, extended, renewed, restated or replaced, the "Credit Agreement" or the "Existing Credit Agreement") and the other Credit Documents and have agreed to amend the Existing Credit Agreement and replace it in its entirety in the form of Exhibit A to this Amendment No. 1 pursuant to the terms and conditions of this Amendment No. 1;

AmeriCredit Automobile Receivables Trust 2017-4 – Contract (November 17th, 2017)
Petroleum Development Corporation – PDC ENERGY, INC. 5.750% Senior Notes Due 2026 Purchase Agreement (November 17th, 2017)

PDC Energy, Inc., a Delaware corporation (the Company), proposes to issue and sell to the several initial purchasers listed in Exhibit A hereto (the Initial Purchasers), for whom you are acting as representative (the Representative), $600,000,000 principal amount of its 5.750% Senior Notes due 2026 (the Notes). The Notes will be guaranteed (the Guarantee) by PDC Permian, Inc., a Delaware corporation (the Subsidiary Guarantor). The Notes and the Guarantees are collectively referred to herein as the Securities. The Securities will be issued pursuant to an Indenture to be dated as of November 29, 2017 (the Indenture) between the Company, the Subsidiary Guarantor and U.S. Bank National Association, as trustee (the Trustee).

Global Healthcare Reit, Inc. – Contract (November 17th, 2017)

THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Global Healthcare Reit, Inc. – Agreement by and Among Lenders (November 17th, 2017)

This Agreement is made and entered into as of the __ day of ___________, 2017, by and between Global Healthcare REIT, Inc., a Utah corporation and its wholly-owned subsidiary High Street Nursing, LLC, a Georgia limited liability company (collectively the "Company") and those parties who purchased and hold Series 2017 10% Subordinated Secured Promissory Notes (the "Notes") issued by the Company (collectively referred to herein as "Lenders").

UBS Commercial Mortgage Trust 2017-C5 – Contract (November 16th, 2017)
Liberty Latin America Ltd. – FORM OF REORGANIZATION AGREEMENT Between LIBERTY GLOBAL PLC and LIBERTY LATIN AMERICA LTD. Dated as Of (November 16th, 2017)

This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this Agreement), dated as of [*], is entered into by and between LIBERTY GLOBAL PLC, a public limited company organized under the laws of England and Wales (LGP), and Liberty Latin America Ltd., an exempted Bermuda company limited by shares (Splitco). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.

UBS Commercial Mortgage Trust 2017-C5 – CO-LENDER AGREEMENT Dated as of November 16, 2017 by and Among GOLDMAN SACHS MORTGAGE COMPANY (Initial Note A-1(A-Cp) Holder, Initial Note A-1(A-Ncp) Holder and Initial Note A-1(b-Cp) Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) and UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK (Initial Note A-3(A-Cp) Holder, Initial Note A-3(b-Cp) Holder, Initial Note A-3(c-Cp) Holder, Initial Note A-3(d-Ncp) Holder, Initial Note A-3(e-Ncp) Holder and Initial Note A-3(f-Ncp) Holder) Bass Pro & Cabela's Portfolio (November 16th, 2017)

THIS CO-LENDER AGREEMENT (this "Agreement"), dated as of November 16, 2017 by and among GOLDMAN SACHS MORTGAGE COMPANY ("GSMC" and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1(A-CP), the "Initial Note A-1(A-CP) Holder", and in its capacity as the initial agent, the "Initial Agent"), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1(A-NCP), the "Initial Note A-1(A-NCP) Holder"), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1(B-CP), the "Initial Note A-1(B-CP) Holder"), WELLS FARGO BANK, NATIONAL ASSOCIATION ("WFB" and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK ("UBS AG, New York Branch" and together with its successors and assign

Dcp Midstream Partners Lp – DCP MIDSTREAM, LP 500,000 7.375% Series a Fixed-To-Floating Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (November 16th, 2017)
Silver Run Acquisition Corp – CENTENNIAL RESOURCE PRODUCTION, LLC $400,000,000 5.375% Senior Notes Due 2026 Purchase Agreement (November 16th, 2017)
Sunoco Logistics Partners Lp – Representing Limited Partner Interests UNDERWRITING AGREEMENT (November 16th, 2017)
Ford Credit Auto Owner Trust 2017-C – SALE AND SERVICING AGREEMENT Among FORD CREDIT AUTO OWNER TRUST 2017-C, as Issuer, FORD CREDIT AUTO RECEIVABLES TWO LLC, as Depositor and FORD MOTOR CREDIT COMPANY LLC, as Servicer Dated as of November 1, 2017 (November 16th, 2017)

SALE AND SERVICING AGREEMENT, dated as of November 1, 2017 (this Agreement), among FORD CREDIT AUTO OWNER TRUST 2017-C, a Delaware statutory trust, as Issuer, FORD CREDIT AUTO RECEIVABLES TWO LLC, a Delaware limited liability company, as Depositor, and FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Servicer.

Ally Auto Receivables Trust 2017-5 – Servicing Agreement Among Ally Bank Ally Auto Assets Llc and Ally Auto Receivables Trust 2017-5 Dated as of November 22, 2017 (November 16th, 2017)

THIS SERVICING AGREEMENT, dated as of November 22, 2017, is among ALLY BANK, a Utah chartered bank (Ally Bank which, in its capacity as servicer under this Agreement, is referred to as the Servicer), ALLY AUTO ASSETS LLC, a Delaware limited liability company (the Depositor), and ALLY AUTO RECEIVABLES TRUST 2017-5, a Delaware statutory trust (the Issuing Entity).

Liberty Latin America Ltd. – Employment Agreement (November 16th, 2017)

This EMPLOYMENT AGREEMENT (this Agreement) is made as of November 1, 2017 but effective as of the Effective Date, by and among Liberty Latin America Ltd, a Bermuda limited liability company, (the Parent), LiLAC Communications Inc., a Delaware company (the Company) and Balan Nair (the Executive) (the Parent, the Company and the Executive collectively, the Parties).

Bank 2017-Bnk8 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of August 9, 2017 by and Between MORGAN STANLEY BANK, N.A. (Initial Note A-1 Holder and Initial Note B-1 Holder) and DEUTSCHE BANK AG, ACTING THROUGH ITS NEW YORK BRANCH (Initial Note A-2 Holder and Initial Note B-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-3 Holder and Initial Note B-3 Holder) Colorado Center Loan (November 15th, 2017)

This AGREEMENT BETWEEN NOTE HOLDERS, dated as of August 9, 2017 by and between MORGAN STANLEY BANK, N.A. ("MSBNA"), a national banking association, as initial owner of Note A-1 (in such capacity, the "Initial Note A-1 Holder") and as initial owner of Note B-1 (in such capacity, the "Initial Note B-1 Holder"), DEUTSCHE BANK AG, ACTING THROUGH ITS NEW YORK BRANCH ("DBNY"), a branch of Deutsche Bank AG, a German Bank, as initial owner of Note A-2 (in such capacity, the "Initial Note A-2 Holder") and as initial owner of Note B-2 (in such capacity, the "Initial Note B-2 Holder"), and Wells Fargo Bank, National Association ("WFB"), a national banking association, as initial owner of Note A-3 (in such capacity, the "Initial Note A-3 Holder" and, in its capacity as the initial agent, the "Initial Agent"; the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note A-3 Holder are referred to collectively herein as the "Initial Note A Holders") and as initial owner of Note B-3 (

Great West Life & Annuity Insurance Co – Underwriting Agreement (November 15th, 2017)

THIS UNDERWRITING AGREEMENT is entered into this 15th day of November, 2017 (the Effective Date) by and between Great-West Life & Annuity Insurance Company, an insurance company organized under the laws of Colorado (GWL&A or the Insurance Company), on its own behalf and on behalf of the Index Linked Annuity Series Account GWLA (the Series Account), and GWFS Equities, Inc. (the Underwriter) (each a Party and collectively the Parties).

Pure Cycle Corporation – PCY HOLDINGS, LLC and KB HOME COLORADO INC. CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (Sky Ranch) (November 15th, 2017)

THIS CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (this "Contract") is entered into as of the last date of the signatures hereto (the "Effective Date"), by and between PCY HOLDINGS, LLC, a Colorado limited liability company ("Seller"), and KB HOME COLORADO INC., a Colorado corporation ("Purchaser").

Great West Life & Annuity Insurance Co – Underwriting Agreement (November 15th, 2017)

THIS UNDERWRITING AGREEMENT is entered into this 15th day of November, 2017 (the Effective Date) by and between Great-West Life & Annuity Insurance Company, an insurance company organized under the laws of Colorado (GWL&A or the Insurance Company), on its own behalf and on behalf of the Index Linked Annuity Series Account GWLA (the Series Account), and GWFS Equities, Inc. (the Underwriter) (each a Party and collectively the Parties).

Bonanza Creek Energy Inc. – Agreement and Plan of Merger by and Among Sandridge Energy, Inc. Brook Merger Sub, Inc. And Bonanza Creek Energy, Inc. Dated as of November 14, 2017 (November 15th, 2017)

This AGREEMENT AND PLAN OF MERGER, dated as of November 14, 2017 (this Agreement), is entered into by and among SandRidge Energy, Inc., a Delaware corporation (Parent), Brook Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (Merger Sub), and Bonanza Creek Energy, Inc., a Delaware corporation (the Company) and collectively with Parent and Merger Sub, the Parties).

Signal Genetics, Inc. – Amended and Restated Loan and Security Agreement (November 15th, 2017)

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this Agreement) dated as of November 14, 2017 (the Effective Date), between SILICON VALLEY BANK, a California corporation (Bank), and MIRAGEN THERAPEUTICS, INC. a Delaware corporation (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 April 30, 2015, by and between Borrower and Miragen Therapeutics, Inc., a Delaware corporation and predecessor of Borrower, as amended by that certain First Loan Modification Agreement, dated as of December 22, 2016, and as further effected by that certain Assumption Agreement, by and between Borrower and Bank, dated as of February 13, 2017 (collectively, as in effect immediately prior to the date hereof, the Prior Loan Agreement). The parties agree as follows:

Pure Cycle Corporation – PCY HOLDINGS, LLC and RICHMOND AMERICAN HOMES OF COLORADO, INC. CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (Sky Ranch) (November 15th, 2017)

THIS CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (this "Contract" or "Agreement") is entered into as of the last date of the signatures hereto (the "Effective Date"), by and between PCY HOLDINGS, LLC, a Colorado limited liability company ("Seller"), and RICHMOND AMERICAN HOMES OF COLORADO, INC., a Delaware corporation ("Purchaser").

EXECUTION VERSION [[3680588]] AMENDMENT AND RESTATEMENT AGREEMENT Dated as of November 15, 2017 (This "Amendment"), Among VECTRUS, INC., an Indiana Corporation ("Holdings"), VECTRUS SYSTEMS CORPORATION, a Delaware Corporation (The "Borrower"), the Other LOAN PARTIES Party Hereto, the LENDERS and ISSUING BANKS Party Hereto and JPMORGAN CHASE BANK, N.A. ("JPMorgan"), as Administrative Agent (In Such Capacity, the "Administrative Agent") Under the Credit Agreement Dated as of September 17, 2014 (As Amended, Supplemented or Otherwise Modified From Time to Time, the "Existing Credit Agreement"), Am (November 15th, 2017)
Pure Cycle Corporation – EXPORT SERVICE AGREEMENT Between PURE CYCLE CORPORATION and RANGEVIEW METROPOLITAN DISTRICT, ACTING BY AND THROUGH ITS WATER ACTIVITY ENTERPRISE (November 15th, 2017)

THIS EXPORT SERVICE AGREEMENT (the "Agreement") is entered into as of the 16 day of June 2017, by and between PURE CYCLE CORPORATION, a Colorado corporation ("Service Provider"), and RANGEVIEW METROPOLITAN DISTRICT, a quasi-municipal corporation and political subdivision of the State of Colorado, acting by and through its water activity enterprise ("Rangeview").

Protokinetix Inc – Protokinetix, Incorporated Consulting Agreement (November 15th, 2017)

This CONSULTING AGREEMENT (the "Agreement") is made and entered into as of November 14, 2017 (the "Effective Date"), by and between ProtoKinetix, Incorporated, a Nevada corporation ("Company"), and Michael R. Guzzetta, CPA, an individual ("Consultant").

Bank 2017-Bnk8 – Mortgage Loan Purchase Agreement (November 15th, 2017)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of October 27, 2017, between Morgan Stanley Mortgage Capital Holdings LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Morgan Stanley Capital I Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Pure Cycle Corporation – PCY HOLDINGS, LLC and TAYLOR MORRISON OF COLORADO, INC. CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (Sky Ranch) (November 15th, 2017)

THIS CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (this "Contract") is entered into as of the last date of the signatures hereto (the "Effective Date"), by and between PCY HOLDINGS, LLC, a Colorado limited liability company ("Seller"), and TAYLOR MORRISON OF COLORADO, INC., a Colorado corporation ("Purchaser").

Agreement and Plan of Merger by and Among Sandridge Energy, Inc. Brook Merger Sub, Inc. And Bonanza Creek Energy, Inc. Dated as of November 14, 2017 (November 15th, 2017)

This AGREEMENT AND PLAN OF MERGER, dated as of November 14, 2017 (this Agreement), is entered into by and among SandRidge Energy, Inc., a Delaware corporation (Parent), Brook Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (Merger Sub), and Bonanza Creek Energy, Inc., a Delaware corporation (the Company) and collectively with Parent and Merger Sub, the Parties).

Virco Manufacturing Corporation – Fourth Amendment to Lease Agreement (November 15th, 2017)

THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this "Amendment") is entered into as of November 14, 2017, by and between Starboard Distribution Center, LLC, a Delaware limited liability company ("Landlord") and Virco Mfg. Corporation, a Delaware corporation ("Tenant").

Bank 2017-Bnk8 – Contract (November 15th, 2017)
Bank 2017-Bnk8 – Mortgage Loan Purchase Agreement (November 15th, 2017)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of October 27, 2017, between Wells Fargo Bank, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Morgan Stanley Capital I Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Grow Solutions Holdings, Inc. – Assignment Agreement (November 14th, 2017)

THIS ASSIGNMENT AGREEMENT (this "Agreement") is made as of November 1, 2017, by and between, Grow Solutions Holdings, LLC, a Colorado limited liability company (the "Assignor") and TCA Share Holdings, LLC, a Nevada limited liability company (the "Assignee").

PetroShare Corp. – PLACEMENT AGENT AGREEMENT September 11, 2017 (November 14th, 2017)

The Company proposes to offer and sell to a limited number of accredited investors up to $6,000,000 of Series B Unsecured Convertible Promissory Notes (the "Offering"). The Series B Notes bear interest at 15% per year and mature on December 31, 2018 (the "Series B Notes"). The Series B Notes can be converted at any time into shares of the Company's common stock, initially at a conversion price of $1.50 per share.