Cozen O’Connor Sample Contracts

Vapor Corp Nev – Asset Purchase Agreement (November 21st, 2018)

THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into as of the 19th day of November, 2018, by and among Healthy Choice Markets 2, LLC, a Florida limited liability company ("Buyer"), Paradise Health Foods, Inc., a Florida corporation ("Seller"), and Thomas Sokoloff, an individual resident of the State of Florida and the sole shareholder of Seller ("Shareholder"). Capitalized terms used but not defined herein shall have the meaning given such terms in Annex I attached hereto.

Independence Realty Trust, Inc – Contract (November 1st, 2018)
SOUTH JERSEY GAS Co – Term Loan Credit Agreement (October 31st, 2018)

This TERM LOAN CREDIT AGREEMENT (as it may be amended, supplemented or otherwise modified in accordance with the terms hereof at any time and from time to time, this "Agreement") dated as of October 26, 2018, among SOUTH JERSEY GAS COMPANY, a New Jersey corporation (the "Borrower"), the several banks and other financial institutions from time to time parties to this Agreement (each a "Lender" and collectively, the "Lenders"), and PNC BANK, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America ("PNC"), as administrative agent for the Lenders hereunder (in such capacity, together with its successors and permitted assigns in such capacity, the "Administrative Agent").

Vapor Corp Nev – Amended and Restated Employment Agreement (August 20th, 2018)

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Agreement"), shall be effective as of the 13th day of August, 2018 ("Effective Date"), by and among, Christopher Santi (the "Executive") and Healthier Choices Management Corp., a Delaware corporation ("HCMC" or the "Company").

Vapor Corp Nev – Amended and Restated Employment Agreement (August 20th, 2018)

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Agreement"), shall be effective the 13th day of August, 2018, ("Effective Date") by and between Healthier Choices Management Corp., a Delaware corporation ("Company"), and John A. Ollet ("Executive").

Vapor Corp Nev – Amended and Restated Employment Agreement (August 20th, 2018)

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is entered into on August 13, 2018 and is effective as of August 1, 2018 (the "Effective Date"), between Healthier Choices Management Corp., a Delaware corporation (the "Company"), and Jeffrey Holman (the "Executive").

Fifth Amendment to Lease (August 7th, 2018)

This FIFTH AMENDMENT TO LEASE ("Amendment") is made and entered into as of April 26, 2018, by and between WATER GARDEN REALTY HOLDING LLC, a Delaware limited liability company ("Landlord"), and CORNERSTONE ONDEMAND, INC., a Delaware corporation ("Tenant").

Summit Semiconductor Inc. – The Registered Holder of This Common Stock Purchase Warrant by Its Acceptance Hereof, Agrees That It Will Not Sell, Transfer or Assign This Common Stock Purchase Warrant Except as Herein Provided and the Registered Holder of This Common Stock Purchase Warrant Agrees That It Will Not Sell, Transfer, Assign, Pledge or Hypothecate This Common Stock Purchase Warrant or Cause It to Be the Subject of Any Hedging, Short Sale, Derivative, Put, or Call Transaction That Would Result in the Effective Economic Disposition of the Common Stock Purchase Warrant by Any Person for a Period of One Hundred Eight (July 2nd, 2018)

THIS COMMON STOCK PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE (5) YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

South Jersey Industries – TWO-YEAR REVOLVING CREDIT AGREEMENT Dated as of June 29, 2018 Among ETG ACQUISITION CORP., and ELKTON ACQUISITION CORP., as Borrowers, SOUTH JERSEY INDUSTRIES, INC., as Parent, and THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, and JPMORGAN CHASE BANK, N.A., as a Lender, Swingline Lender, Issuing Lender and Administrative Agent and CITIZENS BANK, N.A., as Syndication Agent and CITIZENS BANK OF PENNSYLVANIA, as an Issuing Lender Arranged By: J.P. MORGAN CHASE BANK, N.A AND CITIZENS BANK, N.A., as Joint Lead Arrangers and Joint Book Runners (July 2nd, 2018)

This TWO-YEAR REVOLVING CREDIT AGREEMENT (as it may be amended, supplemented or otherwise modified in accordance with the terms hereof at any time and from time to time, this "Agreement") dated as of June 29, 2018, among ETG ACQUISITION CORP., a New Jersey corporation ("ETG", to be renamed Elizabethtown Gas Company effective upon closing of the ETG Acquisition), ELKTON ACQUISITION CORP., a Maryland corporation ("Elkton", to be renamed Elkton Gas Company upon the closing of the Elkton Acquisition, and together with ETG, each a "Borrower" and collectively, the "Borrowers"), solely with respect to Article X, South Jersey Industries, Inc., a New Jersey corporation (the "Parent"), the several banks and other financial institutions from time to time parties to this Agreement (each a "Lender" and collectively, the "Lenders"), and JPMORGAN CHASE BANK, N.A., a national banking association organized and existing under the laws of the United States of America ("JPMorgan"), as administrative agent

Separation of Employment Agreement (February 16th, 2018)

This SEPARATION OF EMPLOYMENT AGREEMENT (the "Agreement") is made this 21st day of December 2017, by and between PENNSYLVANIA REAL ESTATE INVESTMENT TRUST, a Pennsylvania business trust ("PREIT" or the "Company"), and BRUCE GOLDMAN ("Executive"). PREIT and Executive shall be referred to herein as the "Parties" or each separately as a "Party."

Independence Realty Trust, Inc – TERM LOAN AGREEMENT Dated as of November 20, 2017 (November 21st, 2017)

THIS TERM LOAN AGREEMENT is made as of the 20th day of November, 2017, by and among INDEPENDENCE REALTY OPERATING PARTNERSHIP, LP, a Delaware limited partnership ("Parent Borrower"), the Subsidiary Borrowers party hereto from time to time, KEYBANK NATIONAL ASSOCIATION (together with any successor in interest, "KeyBank"), as an initial Lender, the other lending institutions which are parties to this Agreement as "Lenders", the other lending institutions that may become parties hereto pursuant to SS18 and KEYBANK NATIONAL ASSOCIATION, as administrative agent for Lenders ("Agent"), with CAPITAL ONE, NATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, as Co-Syndication Agents (collectively, "Syndication Agents"), KEYBANK CAPITAL MARKETS, CAPITAL ONE, NATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK as Joint Bookrunners (collectively, "Bookrunners") and KEYBANK CAPITAL MARKETS, CAPITAL ONE, NATIONAL ASSOCIATION and THE HUNTINGTON NATIONAL BANK, as Joint Lead Arrangers (collectively,

Asset Purchase Agreement (November 6th, 2017)

This Asset Purchase Agreement (this "Agreement"), dated as of August 11, 2017 (the "Effective Date"), is entered into by and among RED LION HOTELS CORPORATION, a Washington corporation ("Parent"), TICKETSWEST.COM, INC., a Washington corporation ("Seller"), and PACIOLAN, LLC, a Delaware limited liability company ("Buyer"). Buyer, Parent and Seller are sometimes referred to herein collectively as the "Parties" and each individually as a "Party."

Five Oaks Investment Corp – Shares of Common Stock (Par Value $0.01 Per Share) EQUITY DISTRIBUTION AGREEMENT (October 13th, 2017)
Five Oaks Investment Corp – Shares of Common Stock (Par Value $0.01 Per Share) EQUITY DISTRIBUTION AGREEMENT (October 13th, 2017)
South Jersey Industries – First Amendment to 364-Day Revolving Credit Agreement (September 6th, 2017)

This FIRST AMENDMENT TO 364-DAY REVOLVING CREDIT AGREEMENT (this "Amendment"), dated as of September 6, 2017, is by and among SOUTH JERSEY INDUSTRIES, INC., a New Jersey corporation (the "Borrower"), MORGAN STANLEY BANK, N.A. (currently the sole Lender (as defined below) and MORGAN STANLEY SENIOR FUNDING, INC., a Delaware corporation, as administrative agent (in such capacity, the "Administrative Agent"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).

South Jersey Industries – SOUTH JERSEY INDUSTRIES, INC. $25,000,000 3.22% Senior Notes, Series 2017a-1, Due August 16, 2024 $25,000,000 3.46% Senior Notes, Series 2017b-1, Due August 16, 2027 $25,000,000 3.32% Senior Notes, Series 2017a-2, Due January 16, 2025 $25,000,000 3.56% Senior Notes, Series 2017b-2, Due January 16, 2028 NOTE PURCHASE AGREEMENT Dated August 16, 2017 (August 16th, 2017)

South Jersey Industries, Inc., a New Jersey corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, the "Company"), agrees with each of the purchasers whose names appear at the end hereof (each, a "Purchaser" and, collectively, the "Purchasers") as follows:

South Jersey Industries – Credit Agreement (August 10th, 2017)

This FIVE-YEAR REVOLVING CREDIT AGREEMENT (as it may be amended, supplemented or otherwise modified in accordance with the terms hereof at any time and from time to time, this "Agreement") dated as of August 7, 2017, among SOUTH JERSEY INDUSTRIES, INC., a New Jersey corporation (the "Borrower"), the several banks and other financial institutions from time to time parties to this Agreement (each a "Lender" and collectively, the "Lenders"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America ("Wells Fargo"), as administrative agent for the Lenders hereunder (in such capacity, together with its successors and permitted assigns in such capacity, the "Administrative Agent").

Co-Diagnostics, Inc. – UNDERWRITING AGREEMENT Among CO-DIAGNOSTICS, INC. And WALLACHBETH Capital, LLC and NETWORK 1 FINANCIAL SECURITIES, INC., as Representatives of the Several Underwriters CO-DIAGNOSTICS, INC. UNDERWRITING AGREEMENT (July 13th, 2017)
Co-Diagnostics, Inc. – UNDERWRITING AGREEMENT Among CO-DIAGNOSTICS, INC. And WALLACHBETH Capital, LLC and NETWORK 1 FINANCIAL SECURITIES, INC., as Representatives of the Several Underwriters CO-DIAGNOSTICS, INC. UNDERWRITING AGREEMENT (June 9th, 2017)
Co-Diagnostics, Inc. – UNDERWRITING AGREEMENT Among CO-DIAGNOSTICS, INC. And WALLACHBETH Capital, LLC and NETWORK 1 FINANCIAL SECURITIES, INC., as Representatives of the Several Underwriters CO-DIAGNOSTICS, INC. UNDERWRITING AGREEMENT (May 24th, 2017)
GTJ REIT, Inc. – Employment Agreement (March 29th, 2017)

This Amended and Restated Employment Agreement (this "Agreement") is entered into as of the 1st day of January, 2016 by and between Paul Cooper ("Executive"), an individual residing at ***, ***, and GTJ REIT, Inc., a Maryland corporation (the "Company") with principal offices at 60 Hempstead Avenue, Suite 718, West Hempstead, New York 11552. Executive and Company may be referred to collectively as the "Parties."

GTJ REIT, Inc. – Employment Agreement (March 29th, 2017)

This Amended and Restated Employment Agreement (this "Agreement") is entered into as of the 1st day of January, 2016 by and between Louis Sheinker ("Executive"), an individual residing at ***, ***, and GTJ REIT, Inc., a Maryland corporation (the "Company") with principal offices at 60 Hempstead Avenue, Suite 718, West Hempstead, New York 11552. Executive and Company may be referred to collectively as the "Parties."

Western Asset Mortgage Capital Corp – Equity Distribution Agreement (March 9th, 2017)
Vapor Corp Nev – Employment Agreement (February 6th, 2017)

This EMPLOYMENT AGREEMENT ("Agreement"), effective as of the 30th day of January, 2017 ("Effective Date"), by and among, Christopher Santi (the "Executive") and Vapor Corp., a Delaware corporation ("Vapor" or the "Company").

SOUTH JERSEY GAS Co – TERM LOAN CREDIT AGREEMENT Dated as of January 26, 2017, Among SOUTH JERSEY GAS COMPANY, as Borrower and THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent Arranged By: PNC CAPITAL MARKETS LLC, as Lead Arranger and Book Runner (January 30th, 2017)

This TERM LOAN CREDIT AGREEMENT (as it may be amended, supplemented or otherwise modified in accordance with the terms hereof at any time and from time to time, this "Agreement") dated as of January 26, 2017, among SOUTH JERSEY GAS COMPANY, a New Jersey corporation (the "Borrower"), the several banks and other financial institutions from time to time parties to this Agreement (each a "Lender" and collectively, the "Lenders"), and PNC BANK, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America ("PNC"), as administrative agent for the Lenders hereunder (in such capacity, together with its successors and permitted assigns in such capacity, the "Administrative Agent").

Vapor Corp Nev – Employment Agreement (December 15th, 2016)

This EMPLOYMENT AGREEMENT ("Agreement"), dated as of the 12th day of December, 2016, by and between Vapor Corp., a Delaware corporation ("Company"), and John A. Ollet ("Executive").

AzurRx BioPharma, Inc. – Azurrx Biopharma, Inc. Underwriting Agreement (October 14th, 2016)
AzurRx BioPharma, Inc. – The Registered Holder of This Purchase Warrant by Its Acceptance Hereof, Agrees That It Will Not Sell, Transfer or Assign This Purchase Warrant Except as Herein Provided and the Registered Holder of This Purchase Warrant Agrees That It Will Not Sell, Transfer, Assign, Pledge or Hypothecate This Purchase Warrant or Cause It to Be the Subject of Any Hedging, Short Sale, Derivative, Put, or Call Transaction That Would Result in the Effective Economic Disposition of the Purchase Warrant by Any Person for a Period of 180 Days Following the Effective Date (Defined Below) to Anyone Other Than (I) [__ (August 5th, 2016)

THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE (5) YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Vapor Corp Nev – ASSET PURCHASE AGREEMENT BY AND AMONG VPR Brands, LP, Kevin Frija, and Vapor Corp. July 29, 2016 (August 3rd, 2016)

This Asset Purchase Agreement (the "Agreement") is made as of the date first set forth above (the "Effective Date"), by and among (i) VPR Brands, LP, a Delaware limited partnership (together with any of its subsidiaries in existence or created hereafter, "VPRB"), Kevin Frija ("Mr. Frija"; together with VPRB, collectively referred to herein as "Buyers" and individually referred to herein as a "Buyer") and Vapor Corp., a Delaware corporation ("Vapor" or "Seller").

Soleil Capital L.P. – ASSET PURCHASE AGREEMENT BY AND AMONG VPR Brands, LP, Kevin Frija, and Vapor Corp. July 29, 2016 (August 3rd, 2016)

This Asset Purchase Agreement (the "Agreement") is made as of the date first set forth above (the "Effective Date"), by and among (i) VPR Brands, LP, a Delaware limited partnership (together with any of its subsidiaries in existence or created hereafter, "VPRB"), Kevin Frija ("Mr. Frija"; together with VPRB, collectively referred to herein as "Buyers" and individually referred to herein as a "Buyer") and Vapor Corp., a Delaware corporation ("Vapor" or "Seller").

AzurRx BioPharma, Inc. – Azurrx Biopharma, Inc. Underwriting Agreement (July 29th, 2016)
AzurRx BioPharma, Inc. – The Registered Holder of This Purchase Warrant by Its Acceptance Hereof, Agrees That It Will Not Sell, Transfer or Assign This Purchase Warrant Except as Herein Provided and the Registered Holder of This Purchase Warrant Agrees That It Will Not Sell, Transfer, Assign, Pledge or Hypothecate This Purchase Warrant or Cause It to Be the Subject of Any Hedging, Short Sale, Derivative, Put, or Call Transaction That Would Result in the Effective Economic Disposition of the Purchase Warrant by Any Person for a Period of One (1) Year Following the Effective Date (Defined Below) to Anyone Other Than (I) (July 29th, 2016)

THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS ONE (1) YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE (5) YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].

Ocean Power Technologies – Subscription Agreement (July 22nd, 2016)

The undersigned (the "Investor") hereby confirms its agreement with Ocean Power Technologies, Inc., a Delaware corporation (the "Company"), as follows:

Ocean Power Technologies – [Letterhead of Cozen O'Connor] (July 22nd, 2016)

You have requested our opinion with respect to certain matters in connection with the offering by Ocean Power Technologies, Inc., a Delaware corporation (the "Company"), of 595,000 units (each a "Unit," and collectively, the "Units") consisting of an aggregate of 595,000 shares (the "Shares") of the Company's common stock, par value $0.001 (the "Common Stock"), plus warrants (the "Warrants") to purchase an additional 178,500 shares of the Company's common stock (the "Warrant Shares") pursuant to a Registration Statement on Form S-3 (Registration Statement No. 333-209517) (the "Registration Statement"), filed with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Act"), the prospectus included within the Registration Statement (the "Base Prospectus"), the preliminary prospectus supplement dated July 21, 2016, filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations of the Act (the "Preliminary Prospectus Su

Golden Enterprises, Inc. – Agreement and Plan of Merger (July 19th, 2016)

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), is made and entered into as of July 18, 2016, by and among Golden Enterprises, Inc., a Delaware corporation (the "Company"), Utz Quality Foods, Inc., a Pennsylvania corporation ("Parent"), and Westminster Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent ("Merger Sub"). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.1 hereof.