Delaware Sample Contracts

Skechers Usa Inc – SECOND AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HF LOGISTICS-SKX, LLC (March 1st, 2019)

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HF LOGISTICS-SKX T2, LLC (the “Company”), is entered into and effective as of the ____ day of ______________, 2019 (the “Effective Date”) by and between HF LOGISTICS I, LLC, a Delaware limited liability company (“HF”), SKECHERS R.B., LLC, a Delaware limited liability company (“Skechers,” or the “Skechers Member”), and Highland Fairview Partners V, a Delaware general partnership (“HFPV”, and together with HF, the “HF Member,” and the HF Member together with Skechers, the “Members”).

Lyft, Inc. – CHINA BASIN OFFICE LEASE (March 1st, 2019)

This FIRST AMENDMENT TO OFFICE LEASE (this “First Amendment”) is made and entered into as of the 27th day of September, 2017 (“Effective Date”), by and between SPF CHINA BASIN HOLDINGS, LLC, a Delaware limited liability company (“Landlord”), and LYFT, INC., a Delaware corporation (“Tenant”).

Avangrid, Inc. – EMPLOYMENT AGREEMENT (March 1st, 2019)

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and among Avangrid Management Company, LLC, a Delaware limited liability company (the “Company”), a wholly-owned subsidiary of Avangrid, Inc., and Peter Church (the “Executive”) as of September 27, 2018.

Calix, Inc – LEASE TERMINATION AGREEMENT (March 1st, 2019)

THIS LEASE TERMINATION AGREEMENT (this "Agreement") is entered into as of November 21, 2018, by and between SSCOP DE LLC, a Delaware limited liability company ("Landlord"), and Calix, Inc., a Delaware corporation, (formerly Calix Networks, Inc.) (“Tenant”), on the basis of the following facts, intentions and understandings:

Kempharm, Inc – PURCHASE AGREEMENT (March 1st, 2019)

THIS PURCHASE AGREEMENT (the “Agreement”), dated as of February 28, 2019 (the “Execution Date”), is entered into by and between KEMPHARM, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.

ProPetro Holding Corp. – PRESSURE PUMPING SERVICES AGREEMENT (March 1st, 2019)

This Pressure Pumping Services Agreement (this “Agreement”), effective as of the Effective Date (as defined in Article 25), is between Pioneer Natural Resources USA, Inc., a Delaware corporation with its principal place of business at 5205 North O’Connor Blvd., Suite 200, Irving, Texas 75039 (“Company”), and ProPetro Services, Inc., a Texas corporation with its principal place of business at 1706 S. Midkiff, Bldg. B, Midland, Texas 79701 (“Contractor”). Company and Contractor are sometimes hereinafter individually referred to as a “Party,” and collectively as the “Parties.”

Precision Biosciences Inc – LICENSE AGREEMENT (March 1st, 2019)

THIS AGREEMENT made and entered into this 17th day of April (“EFFECTIVE DATE”), by and between DUKE UNIVERSITY, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”), having its principal office at Durham, North Carolina 27710, and Precision BioSciences, Inc., a Delaware corporation (“PRECISION”) with offices at 2211 Hillsborough Road, #4087, Durham, NC 27705.

HG Holdings, Inc. – INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT (March 1st, 2019)

THIS INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT (this “Subordination Agreement”), is dated February 25, 2019, and made between HG HOLDINGS, INC f/k/a Stanley Furniture Company, Inc., a Delaware corporation (“Junior Creditor”), having an address of 2115 E 7th Street, Suite 101, Charlotte, North Carolina 28204, and ALTERNA CAPITAL SOLUTIONS, LLC, a Florida limited liability company (“ACS”) having an office at 222 W. Comstock, Winter Park, Florida 32789.

Acadia Healthcare Company, Inc. – ELEVENTH AMENDMENT (March 1st, 2019)

THIS ELEVENTH AMENDMENT (this “Amendment”) dated as of February 6, 2019 to the Credit Agreement referenced below is by and among ACADIA HEALTHCARE COMPANY, INC., a Delaware corporation (the “Borrower”), the Guarantors identified on the signature pages hereto, the Lenders identified on the signature pages hereto and BANK OF AMERICA, N.A., in its capacity as Administrative Agent (in such capacity, the “Administrative Agent”).

ANGI Homeservices Inc. – EMPLOYMENT AGREEMENT (March 1st, 2019)

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between William B. Ridenour (“Executive”) and ANGI Homeservices, Inc., a Delaware corporation (the “Company”), and is effective as of November 8, 2018 (the “Effective Date”).

Accelerate Diagnostics, Inc – FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF $.001 PAR VALUE EACH OF ______________ ACCELERATE DIAGNOSTICS, INC. ==============--­ transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this certificate duly endorsed or assigned. This certificate and the shares represented hereby are subject to the laws of the State of Delaware, and to the Certificate of Incorporation and Bylaws of the Corporation, as now or hereafter amended. This certificate is not valid until countersigned by the Transfer Agent. WITNESS the facsimile seal of the Co (March 1st, 2019)
Circor International Inc – EXECUTIVE CHANGE OF CONTROL AGREEMENT (March 1st, 2019)

This EXECUTIVE CHANGE OF CONTROL AGREEMENT (“Agreement”) is made as of the 10th of October 2018, between CIRCOR International, Inc., a Delaware corporation (the “Company”), and Lane Walker (“Executive”).

Clearway Energy LLC – ASSIGNMENT AND ASSUMPTION AGREEMENT (March 1st, 2019)

This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Assignment”), effective as of February 26, 2019 (the “Effective Date”), among Clearway Energy Operating LLC (formerly NRG Yield Operating LLC), a Delaware limited liability company (“Assignor”), and GIP III Zephyr Carlsbad Holdings, LLC, a Delaware limited liability company (“Assignee”).

NovaBay Pharmaceuticals, Inc. – SECURITY AGREEMENT (March 1st, 2019)

THIS SECURITY AGREEMENT (this “Agreement”) dated as of February 27, 2019, between NOVABAY PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and China Kington Asset Management Co. Ltd., in its capacity as Collateral Agent for the benefit of the Secured Party (together with its successors and assigns in such capacity, the “Collateral Agent”).

Precision Biosciences Inc – PATENT CROSS-LICENSE AGREEMENT (March 1st, 2019)

Cellectis SA, a French corporation with its principal place of business at 8, rue de la Croix Jarry, 75013 Paris, France (“Cellectis”); and Precision BioSciences, Inc., a Delaware corporation with its principal place of business at 302 East Pettigrew Street, Dibrell Building, Suite A-100, Durham, North Carolina 27701 (“Precision”).

CatchMark Timber Trust, Inc. – FIFTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (March 1st, 2019)

This Fifth Amendment to Purchase and Sale Agreement (this “Amendment”) is entered into and effective as of November 29, 2018, by and among CATCHMARK HBU, LLC, a Delaware limited liability company (“HBU”), CATCHMARK SOUTHERN TIMBERLANDS II, L.P., a Delaware limited partnership (“Southern Timberlands”), CATCHMARK TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company (“TRS”), and CATCHMARK TEXAS TIMBERLANDS, L.P., a Texas limited partnership (“Texas Timberlands”, and collectively with HBU, TRS and Southern Timberlands, “Seller”), and FOREST INVESTMENT ASSOCIATES L.P., a Delaware limited partnership (hereinafter referred to as “Purchaser”).

Callaway Golf Co – Callaway Golf Company Recipient: Employee/Consultant Effective Grant Date: Stock Unit Grant Number of Stock Units/Equivalent Shares: Plan: Amended and Restated 2004 Incentive Plan (March 1st, 2019)

CALLAWAY GOLF COMPANY, a Delaware corporation (the “Company”), has elected to grant to you, Recipient named above, a Stock Unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Stock Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

Jernigan Capital, Inc. – SECOND AMENDMENT TO TERM LOAN AGREEMENT (March 1st, 2019)

This Second Amendment to  Term Loan Agreement (“Second Amendment”) is made as of the 18th day of January, 2019, by and among STORAGE BUILDERS II LLC, a Delaware limited liability company (the “Borrower”), and FIRSTBANK, a Tennessee state bank, whose address is 6815 Poplar Avenue, Suite 100, Memphis, Tennessee 38138 (hereinafter referred to as the “Bank”).

ProPetro Holding Corp. – INDEMNIFICATION AGREEMENT (March 1st, 2019)

This Indemnification Agreement (“Agreement”) is made as of February 26, 2019 by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).

CatchMark Timber Trust, Inc. – AGREEMENT REGARDING AMENDMENTS AND TERM A-4 LOAN CREDIT FACILITY (March 1st, 2019)

This AGREEMENT REGARDING AMENDMENTS AND TERM A-4 LOAN CREDIT FACILITY, dated as of August 22, 2018 (this “Agreement”), among CATCHMARK TIMBER OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, COBANK, ACB, as administrative agent (in such capacity, the “Administrative Agent”) for the Lender Parties, and the Lenders and Voting Participants under the Credit Agreement defined below that have executed this Agreement. Unless otherwise defined herein or the context otherwise requires, terms used herein shall have the meaning provided in the Credit Agreement.

Delek Logistics Partners, LP – FIRST AMENDMENT TO PIPELINES AND STORAGE FACILITIES AGREEMENT (March 1st, 2019)

THIS FIRST AMENDMENT TO PIPELINES AND STORAGE FACILITIES AGREEMENT (this “Amendment”), dated as of December 14, 2018, is made and entered into by and among LION OIL COMPANY, an Arkansas corporation (the “Company”), DELEK LOGISTICS PARTNERS, LP, a Delaware limited partnership (the “Partnership”), SALA GATHERING SYSTEMS LLC, a Texas limited liability company (“SALA”), El DORADO PIPELINE COMPANY, LLC, a Delaware limited liability company (“El Dorado”), and MAGNOLIA PIPELINE COMPANY, LLC, a Delaware limited liability company (“Magnolia”, and together with the Company, the Partnership, SALA and El Dorado, collectively, the “Parties” and each individually a “Party”), and for the limited purposes specified in Article 28 of the Agreement (as hereinafter defined), J. Aron & Company, LLC (as successor in interest to J. Aron & Company, a New York general partnership) (“J. Aron”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings assigned to such terms in

Western Midstream Partners, LP – WGRAH INDEMNIFICATION AGREEMENT (March 1st, 2019)

This WGRAH INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2019, by and between WGR Asset Holding Company LLC, a Delaware limited liability company (“Indemnitor”), and Western Gas Holdings, LLC, a Delaware limited liability company (“Indemnitee”).

Builders FirstSource, Inc. – Employment Agreement (March 1st, 2019)

This Employment Agreement (the “Agreement”) is made effective as of November 29, 2018, by and between Builders FirstSource, Inc., a Delaware corporation (the “Company”), and David E. Rush (“Executive”).

Cbre Group, Inc. – Contract (March 1st, 2019)

SUPPLEMENT NO. 1 (this “Supplement”) dated as of    December 20, 2018, to the Guarantee Agreement dated as of October 31, 2017 (the “Guarantee Agreement”), among CBRE SERVICES, INC., a Delaware corporation (the “U.S. Borrower”), CBRE GROUP, INC., a Delaware corporation (“Holdings”), the Subsidiaries of the U.S. Borrower from time to time party thereto (the “Subsidiary Guarantors” and, together with the U.S. Borrower and Holdings, the “Guarantors”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“Credit Suisse”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lender Parties (as defined therein).

Western Midstream Operating, LP – WGRAH INDEMNIFICATION AGREEMENT (March 1st, 2019)

This WGRAH INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2019, by and between WGR Asset Holding Company LLC, a Delaware limited liability company (“Indemnitor”), and Western Gas Holdings, LLC, a Delaware limited liability company (“Indemnitee”).

Ebay Inc – AGREEMENT (March 1st, 2019)

This Agreement (this “Agreement”) is made and entered into as of February 28, 2019 by and among eBay Inc., a Delaware corporation (the “Company”), and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement, and collectively, the “Parties”).

Medidata Solutions, Inc. – AMENDMENT NO. 1 (March 1st, 2019)

AMENDMENT NO. 1, dated as of December 10, 2018 (this “Amendment”), among Medidata Solutions, Inc., a corporation organized under the laws of Delaware (the “Borrower”), the Lenders party hereto and HSBC Bank USA, National Association (“HSBC”), as Administrative Agent (in such capacity, the “Administrative Agent”).

National Bank Holdings Corp – 2014 OMNIBUS INCENTIVE PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT (March 1st, 2019)

THIS PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [___________] (the “Date of Grant”), is made by and between National Bank Holdings Corporation, a Delaware corporation (“NBHC”), and [__________] (“Participant”).  Capitalized terms used herein without definition have the meanings ascribed to such terms in the National Bank Holdings Corporation 2014 Omnibus Incentive Plan (the “Plan”).

Resolute Forest Products Inc. – AMENDMENT TO THE RESOLUTE FOREST PRODUCTS EQUITY INCENTIVE PLAN PERFORMANCE STOCK UNIT AGREEMENT (March 1st, 2019)

This Amendment, effective [insert date], 2018 to the Performance Stock Unit Agreements (the “Agreements”) dated as of November 9, 2015, November 14, 2016 and November 13, 2017 is made between Resolute Forest Products Inc., a Delaware corporation (the “Company”) and [Participant Name]. This Amendment is included in and made part of the respective Agreements.

Resolute Forest Products Inc. – AMENDMENT TO THE RESOLUTE FOREST PRODUCTS EQUITY INCENTIVE PLAN DIRECTOR RESTRICTED STOCK UNIT AGREEMENT (March 1st, 2019)

This Amendment, effective [insert date], 2019 to the Director Restricted Stock Unit Agreements (the “Agreements”) dated as of February 15, 2016 and February 13, 2017 is made between Resolute Forest Products Inc., a Delaware corporation (the “Company”) and [Participant Name]. This Amendment is included in and made part of the respective Agreements.

Alarm.com Holdings, Inc. – FIRST AMENDMENT TO CREDIT AGREEMENT (March 1st, 2019)

This First Amendment to Credit Agreement (this “Amendment”) dated as of November 30, 2018, is by and among ALARM.COM INCORPORATED, a Delaware corporation (“Alarm”), ALARM.COM HOLDINGS, INC., a Delaware corporation (“Holdings”, and together with Alarm, individually and collectively, jointly and severally, the “Borrower”), the several banks and other financial institutions or entities party hereto (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SVB, as administrative agent and collateral agent for the Lenders (in such capacities, the “Administrative Agent”).

Puma Biotechnology, Inc. – STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT (March 1st, 2019)

Puma Biotechnology, Inc., a Delaware corporation (the “Company”), pursuant to its 2017 Employment Inducement Incentive Award Plan (the “Plan”), hereby grants to the individual listed below (the “Optionee”), an option to purchase the number of shares of the common stock of the Company (“Shares”), set forth below (the “Option”).  This Option is subject to all of the terms and conditions set forth herein and in the Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, which are incorporated herein by reference.  Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.

Codexis Inc – SEPARATION AGREEMENT (March 1st, 2019)

This Separation Agreement (the “Agreement”) by and between Michael Aldridge (“Executive”) and Codexis, Inc., a Delaware corporation (the “Company”), is made effective as of the eighth (8th) day following the date Executive signs this Agreement (which shall in no event be prior to the Termination Date) with reference to the following facts:

Booking Holdings Inc. – BOOKING HOLDINGS INC. 1999 OMNIBUS PLAN PERFORMANCE SHARE UNIT AGREEMENT (March 1st, 2019)

THIS PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) is made by and between Booking Holdings Inc., a Delaware corporation, with its principal United States office at 800 Connecticut Avenue, Norwalk, Connecticut 06854 (the “Company”), and the Participant, as of the Grant Date in 2019, which is provided on the web portal of the secure third-party vendor website used by the Company (to be referred to herein as the “Grant Summary”) for the administration of the Booking Holdings Inc. 1999 Omnibus Plan, as amended (the “Plan”). Pursuant to the terms of the Plan, the Compensation Committee of the Board (the “Committee”) has authorized this Agreement and approved the grant of Performance Share Units evidenced hereby.

Apollo Global Management LLC – FORM OF PERFORMANCE RESTRICTED SHARE UNIT AWARD AGREEMENT UNDER THE APOLLO GLOBAL MANAGEMENT, LLC 2007 OMNIBUS EQUITY INCENTIVE PLAN (March 1st, 2019)

This Award Agreement (this “RSU Award Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Apollo Global Management, LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Apollo Global Management, LLC 2007 Omnibus Equity Incentive Plan, as the same may be amended, modified or supplemented from time to time (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company. If this RSU Award Agreement is not executed and returned to the Company by [ ], and such failure continues for five business days after notice thereof, this Award will be null and void ab initio and the Participant will have no rights hereunder.