DLA Piper Sample Contracts

Avista Healthcare Public Acquisition Corp. – Agreement and Plan of Merger by and Among Organogenesis Inc. Prime Merger Sub, Llc, Nutech Medical, Inc., Howard P. Walthall, Jr., Gregory J. Yager, Kenneth L. Horton and Kenneth L. Horton, as Representative March 18, 2017 (December 11th, 2018)

This AGREEMENT AND PLAN OF MERGER (this Agreement) is entered into as of March 18, 2017, by and among Organogenesis Inc., a Delaware corporation (Buyer), Prime Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Buyer (Merger Sub), Nutech Medical, Inc., an Alabama corporation (the Company), Howard P. Walthall, Jr., Gregory J. Yager, Kenneth L. Horton, the sole shareholder of the Company (the Shareholder), and Kenneth L. Horton, as the Representative. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Section 14.1 of this Agreement. Buyer, Merger Sub, the Company, the Shareholder, the Company Payees (as defined below) and the Representative are referred to herein collectively as the Parties and, individually, as a Party.

AGREEMENT AND PLAN OF MERGER BY AND AMONG FORRESTER RESEARCH, INC., SUPERNOVA ACQUISITION CORP., SIRIUSDECISIONS, INC. THE FOUNDER STOCKHOLDERS NAMED HEREIN AND FORTIS ADVISORS LLC AS STOCKHOLDER REPRESENTATIVE DATED AS OF November 26, 2018 (November 27th, 2018)
SolarWinds Corp – Amended & Restated Stockholders' Agreement (November 27th, 2018)

Silver Lake Partners IV, L.P., a Delaware limited partnership (together with its Permitted Transferees, "SLP IV"), and Silver Lake Technology Investors IV, L.P., a Delaware limited partnership (collectively with SLP IV, and together with its Permitted Transferees, "Silver Lake");

Edge Therapeutics, Inc. – Contract (November 26th, 2018)
Ashland Global Holdings Inc – STOCK AND ASSET PURCHASE AGREEMENT by and Between Ashland Global Holdings Inc. And INEOS Enterprises Holdings Limited (November 20th, 2018)
Cleaner Yoga Mat, Inc. – Warrant Agency Agreement (November 15th, 2018)

WARRANT AGENCY AGREEMENT, dated as of , 2018 (Agreement), between Valeritas Holdings, Inc., a Delaware corporation (the Company), and West Coast Stock Transfer, Inc., a Delaware corporation (the WCST or the Warrant Agent).

uniQure B.V. – Contract (November 15th, 2018)

Approximately 53,343 rentable square feet of space in the Building, as more particularly shown as hatched, highlighted or outlined on the plan attached to the Lease as Exhibit lA

Cleaner Yoga Mat, Inc. – Shares of Common Stock Series a Warrants to Purchase Up to Shares of Common Stock Series B Warrants to Purchase Up to Shares of Common Stock VALERITAS HOLDINGS, INC. UNDERWRITING AGREEMENT (November 14th, 2018)
Cleaner Yoga Mat, Inc. – Warrant Agency Agreement (November 14th, 2018)

WARRANT AGENCY AGREEMENT, dated as of , 2018 (Agreement), between Valeritas Holdings, Inc., a Delaware corporation (the Company), and West Coast Stock Transfer, Inc., a Delaware corporation (the WCST or the Warrant Agent).

Wingstop Inc. – Class A-1 Note Purchase Agreement (November 14th, 2018)

THIS CLASS A-1 NOTE PURCHASE AGREEMENT, dated as of November 14, 2018 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this "Agreement"), is made by and among:

Fusion Telecommunications International, Inc. – Employment Agreement (November 13th, 2018)

THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of this 7th day of November, 2018 with an effective date as of the 6th day of November, 2018 (the "Effective Date"), by and between Fusion Connect, Inc., a Delaware corporation (hereinafter called the "Company"), and Matthew D. Rosen (hereinafter called "Executive").

Contract (November 8th, 2018)
Immunomedics, Inc. – MASTER SERVICES AGREEMENT Between SAMSUNG BIOLOGICS CO., LTD. And IMMUNOMEDICS, INC. (November 7th, 2018)
Wingstop Inc. – $320,000,000 Series 2018-1 4.970% Fixed Rate Senior Secured Notes, Class A-2 Purchase Agreement (November 7th, 2018)
CREDIT AND GUARANTY AGREEMENT Dated as of October 1, 2018 by and Among COHU, INC., as Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, as Guarantor Subsidiaries, the Lenders From Time to Time Party Hereto, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent, DEUTSCHE BANK SECURITIES INC., as Lead Arranger and Lead Book Running Manager (November 7th, 2018)

This CREDIT AND GUARANTY AGREEMENT, dated as of October 1, 2018 (this "Agreement"), is entered into by and among COHU, INC., a Delaware corporation (the "Borrower"), certain Subsidiaries of the Borrower from time to time party hereto, as Guarantor Subsidiaries, the Lenders from time to time party hereto, and DEUTSCHE BANK AG NEW YORK BRANCH, as administrative agent (together with its permitted successors in such capacity, the "Administrative Agent") and as collateral agent (together with its permitted successors in such capacity, the "Collateral Agent").

Immunomedics, Inc. – Form of Exchange Agreement (November 7th, 2018)
Haymaker Acquisition Corp. – Waiver Agreement (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
Haymaker Acquisition Corp. – Contract (November 1st, 2018)
FIVE YEAR CREDIT AGREEMENT Dated as of October 25, 2018 Among TIFFANY & CO., THE OTHER BORROWERS PARTY HERETO, MUFG BANK, LTD., as Administrative Agent, BANK OF AMERICA, N.A., CITIBANK, N.A., CREDIT SUISSE LOAN FUNDING LLC, and HSBC BANK USA, N.A., as Co-Syndication Agents, JPMORGAN CHASE BANK, N.A., MIZUHO BANK, LTD., and as Co-Documentation Agents, MUFG BANK, LTD., BANK OF AMERICA, N.A., and CITIBANK, N.A., as L/C Issuers, the Other Lenders Party Hereto, and MUFG BANK, LTD., CITIBANK, N.A., CREDIT SUISSE LOAN FUNDING LLC, HSBC BANK USA, N.A., And (October 31st, 2018)

This FIVE YEAR CREDIT AGREEMENT ("Agreement") is entered into as of October 25, 2018 among TIFFANY & CO., a Delaware corporation (the "Company"), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each, a "Designated Borrower" and, together with the Company, the "Borrowers" and, each a "Borrower"), each lender from time to time party hereto (collectively, the "Lenders" and individually, a "Lender"), and MUFG BANK, LTD., as Administrative Agent.

Store – Contract (October 23rd, 2018)
Store – Contract (October 23rd, 2018)
Third Amended and Restated Credit Agreement (October 19th, 2018)

THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 16, 2018, is among: Oasis Petroleum Inc., a Delaware corporation (the "Parent"); Oasis Petroleum LLC, a Delaware limited liability company ("OP LLC"), Oasis Petroleum North America LLC, a Delaware limited liability company (the "Borrower"); each of the Lenders from time to time party hereto; and Wells Fargo Bank, N.A. (in its individual capacity, "Wells Fargo"), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent").

AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 15, 2018, by and Among (October 15th, 2018)

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of October 15, 2018, by and among EMERGENT BIOSOLUTIONS INC., a Delaware corporation (the Borrower), the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

Cleaner Yoga Mat, Inc. – Shares VALERITAS HOLDINGS, INC. Common Stock UNDERWRITING AGREEMENT (October 15th, 2018)
22,000,000 Shares Iovance Biotherapeutics, Inc. UNDERWRITING AGREEMENT (October 12th, 2018)
SeaSpine Holdings Corp – SeaSpine Holdings Corporation 3,250,000 Shares of Common Stock UNDERWRITING AGREEMENT (October 11th, 2018)
SHARE PURCHASE AGREEMENT by and Among MARUBENI CORPORATION, NIPPON PAPER INDUSTRIES CO., LTD. And DAISHOWA NORTH AMERICA CORPORATION as Vendors and MERCER INTERNATIONAL INC., as Purchaser Dated as of October 3, 2018 (October 9th, 2018)
SolarWinds Corp – Underwriting Agreement (October 5th, 2018)
SolarWinds Corp – Amended & Restated Stockholders' Agreement (October 5th, 2018)

Silver Lake Partners IV, L.P., a Delaware limited partnership (together with its Permitted Transferees, "SLP IV"), and Silver Lake Technology Investors IV, L.P., a Delaware limited partnership (collectively with SLP IV, and together with its Permitted Transferees, "Silver Lake");

Net 1 UEPS Technologies, Inc. – SECOND AMENDMENT AND RESTATEMENT AGREEMENT DATED 26 SEPTEMBER, 2018 Between NET1 APPLIED TECHNOLOGIES SOUTH AFRICA PROPRIETARY LIMITED (As Borrower) With NET1 UEPS TECHNOLOGIES, INC (Holdco) Arranged by FIRSTRAND BANK LIMITED (ACTING THROUGH ITS RAND MERCHANT BANK DIVISION) NEDBANK LIMITED (ACTING THROUGH ITS CORPORATE AND INVESTMENT BANKING DIVISION) (The Arrangers) and FIRSTRAND BANK LIMITED (ACTING THROUGH ITS RAND MERCHANT BANK DIVISION) NEDBANK LIMITED (ACTING THROUGH ITS CORPORATE AND INVESTMENT BANKING DIVISION) (As Original Senior Lenders) With FIRSTRAND BANK LIMITED (ACTING THROUGH IT (October 2nd, 2018)

relating to the Common Terms Agreement, originally dated 21 July, 2017 as amended pursuant to a First Amendment and Restatement Agreement dated 9 March, 2018