Florida Sample Contracts

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.

NanoFlex Power Corp – SECURITIES PURCHASE AGREEMENT (March 1st, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 21, 2019, by and between NANOFLEX POWER CORPORATION, a Florida corporation, with its address at 17207 N. Perimeter Dr., Suite 210, Scottsdale, AZ 85255 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the “Buyer”).

Precision Therapeutics Inc. – PLACEMENT AGENCY AGREEMENT (March 1st, 2019)

This letter (this “Agreement”) constitutes the agreement between Precision Therapeutics Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.

Conifer Holdings, Inc. – News Release For Further Information: Jessica Gulis, 248.559.0840 ir@cnfrh.com Conifer Holdings Reports 2018 Fourth Quarter and Year End Financial Results Company to Host Conference Call at 8:30 AM ET on Thursday, February 28, 2019 Birmingham, MI, February 27, 2019 ‐ Conifer Holdings, Inc. (Nasdaq: CNFR) (“Conifer” or the “Company”) today announced results for the fourth quarter and year ending December 31, 2018. Fourth Quarter 2018 Financial Highlights (all comparisons to prior year period) • The Company continued its strategic business mix redistribution throughout the fourth quarter • Comme (March 1st, 2019)
Mercantil Bank Holding Corp – MERCANTIL BANK HOLDING CORPORATION FORM OF CLASS A STOCK PURCHASE AGREEMENT (March 1st, 2019)

This Stock Purchase Agreement (this “Agreement”) is dated as of February 25, 2019, by and among Mercantil Bank Holding Corporation, a Florida corporation (the “Company”), and to the purchaser identified on the signature page hereto (the “Purchaser”).

NanoFlex Power Corp – SECURITIES PURCHASE AGREEMENT (March 1st, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 22, 2019, by and between NANOFLEX POWER CORPORATION, a Florida corporation, with headquarters located at 15333 N Pima Road., Suite 305, Scottsdale, AZ 85260 (the “Company”), and ONE44 CAPITAL LLC, a New York limited liability company, with its address at 1249 Broadway, Suite 103, Hewlett, NY 11557 (the “Buyer”).

Consolidated Tomoka Land Co – CONSOLIDATED-TOMOKA LAND CO. NON-EMPLOYEE DIRECTOR STOCK AWARD AGREEMENT (February 28th, 2019)

This NON-EMPLOYEE DIRECTOR STOCK AWARD AGREEMENT (this “Agreement”) is made as of the ____ day of ______, 201_ (the “Grant Date”), by and between CONSOLIDATED-TOMOKA LAND CO., a Florida corporation (the “Company”)  and ____________ (“Grantee”).

Medifirst Solutions, Inc. – SECURITIES PURCHASE AGREEMENT (February 27th, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 25, 2019, by and between MEDIFIRST SOLUTIONS, INC., a Nevada corporation, with its address at 4400 Route 9 South, Suite 1000, Freehold NJ 07728 (the “Company”), and Bellridge Capital, LP., a Delaware Corporation, with its address at 515 E. Las Olas Boulevard, Suite 120A, Fort Lauderdale Florida 33301 (the “Buyer”).

Ocwen Financial Corp – DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (February 27th, 2019)

THIS DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Award Agreement”), dated as of [____________], by and between Ocwen Financial Corporation, a Florida corporation (the “Corporation”), and [____________] (the “Director”), evidences the award (the “Award”) granted by the Corporation to the Director as to the number of stock units (the “Stock Units”) set forth below.

Canbiola, Inc. – ASSET PURCHASE AGREEMENT (February 26th, 2019)

This ASSET AND PURCHASE AGREEMENT (this “Agreement”), dated as of January 31, 2019 (the “Effective Date”), is between Seven Chakras LLC, a WA corporation located at 6020 Pacific Ave SE, Ste M, Lacey, WA 98503 (“Seller”), and Pure Health Products, LLC, a New York limited liability company (“Buyer”), and Canbiola, Inc., a Florida corporation (“CANB”) on the other hand.

FedNat Holding Co – February 25, 2019 FedNat Holding Company 14050 N.W. 14th Street, Suite 180 Sunrise, Florida 33323 Attention: Ronald A. Jordan, Chief Financial Officer Re: Redemption of Senior Unsecured Fixed Rate Notes Due 2022 Ladies and Gentlemen: Reference is made to the Indenture dated as of December 28, 2017 (the “Base Indenture”), as amended and supplemented by Supplemental Indenture No. 2 dated as of December 29, 2017 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), each among FedNat Holding Company (formerly known as Federated National Holding Company), a Florida (February 26th, 2019)
FedNat Holding Co – FEDNAT HOLDING COMPANY TO ACQUIRE HOMEOWNERS INSURANCE OPERATIONS OF 1347 PROPERTY INSURANCE HOLDINGS, INC. Transaction to Expand FedNat’s Non-Florida Homeowners Book; Expected to Be Accretive to 2019 Earnings per Share Sunrise, Florida, and Tampa, Florida, February 25, 2019 – FedNat Holding Company (NASDAQ: FNHC) (“FedNat”) and 1347 Property Insurance Holdings, Inc., (NASDAQ: PIH) (“1347 PIH”) announced today a definitive agreement pursuant to which FedNat will acquire substantially all of 1347 PIH’s homeowners insurance operations, consisting of Maison Insurance Company, Maison Managers, Inc (February 26th, 2019)
New Senior Investment Group Inc. – LEASE TERMINATION AGREEMENT (February 26th, 2019)

This LEASE TERMINATION AGREEMENT (this “Agreement”) is made and entered into as of the 9th day of May, 2018, by and among NCT MASTER TENANT I LLC, a Delaware limited liability company having its principal office at c/o Holiday Retirement, 480 N Orlando Ave, Suite 236, Winter Park, Florida 32789 (“Tenant 1”), NCT MASTER TENANT II LLC, a Delaware limited liability company having its principal office at c/o Holiday Retirement, 480 N Orlando Ave, Suite 236, Winter Park, Florida 32789 (“Tenant 2”; together with Tenant 1, each, a “Tenant” and collectively, “Tenants”), the entities listed on Schedule A attached hereto, each a Delaware limited liability company and each having its principal office at 1345 Avenue of the Americas, Floor 45, New York, NY 10105 (collectively, “Landlord 1”), the entities listed on Schedule B attached hereto, each a Delaware limited liability company and each having its principal office at 1345 Avenue of the Americas, Floor 45, New York, NY 10105 (collectively, “Lan

Brown & Brown, Inc. – EMPLOYMENT AGREEMENT (February 26th, 2019)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of November 16, 2018 (the “Effective Date”), is made and entered into by and between BROWN & BROWN, INC., a Florida corporation (the “Company”), and JAMES C. HAYS, a resident of the State of Florida (“Executive” and together with the Company, each a “Party” and collectively, the “Parties”).

FedNat Holding Co – EXECUTION VERSION VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of February 25, 2019 (this “Agreement”), is by and among FEDNAT HOLDING COMPANY, a Florida corporation (“FedNat”), [*] (the “Investment Manager”) and the stockholder or stockholders listed on the signature page hereof (collectively, the “Stockholder”). WHEREAS, concurrently herewith, FedNat, 1347 Property Insurance Holdings, Inc., a Delaware corporation (“PIH”), Maison Managers, Inc., a Delaware corporation (“MM”), Maison Insurance Company, a Louisiana corporation (“MIC”), and ClaimCor, LLC, a Florida limited liability company (February 26th, 2019)
Brown & Brown, Inc. – ASSET PURCHASE AGREEMENT (February 26th, 2019)

This Asset Purchase Agreement (this “Agreement”), dated as of October 22, 2018, is made and entered into by and among BBHG, Inc., a Florida corporation (“Buyer”); Brown & Brown, Inc., a Florida corporation and parent company of Buyer (“Parent”); The Hays Group, Inc., a Minnesota corporation (“THG”); The Hays Group of Wisconsin, LLC, a Minnesota limited liability company (“THGW”); The Hays Benefits Group, LLC, a Minnesota limited liability company (“THBG”); PlanIT, LLC, a Minnesota limited liability company (“PlanIT”), The Hays Benefits Group of Wisconsin, LLC, a Minnesota limited liability company (“THBGW”); The Hays Group of Illinois, LLC, a Minnesota limited liability company (“THGI”); and Claims Management of Missouri, LLC, a Missouri limited liability company (“CMM,” and together with THG, THGW, THBG, PlanIT, THBGW and THGI, each a “Seller” and collectively, the “Sellers”); and THG, as the Sellers’ Representative (the “Sellers’ Representative”). Buyer and each Seller are each a “P

FedNat Holding Co – EXECUTION VERSION EQUITY PURCHASE AGREEMENT by and between FEDNAT HOLDING COMPANY, a Florida corporation and 1347 PROPERTY INSURANCE HOLDINGS, INC., a Delaware corporation MAISON MANAGERS, INC., a Delaware corporation MAISON INSURANCE COMPANY, a Louisiana corporation and CLAIMCOR, LLC, a Florida limited liability company Dated as of February 25, 2019 (February 26th, 2019)
Solei Systems, Inc. – ASSET ACQUISITION AGREEMENT (February 26th, 2019)

This ASSET ACQUISITION AGREEMENT is entered into and made effective as of the 20th day of February, 2019 by and between Solei Systems, Inc., a Florida corporation and its wholly-owned acquisition subsidiary to be formed for purposes of closing the transaction contemplated by this Agreement, ("SOLI" or “Buyer”) and KB Medical Systems, LLC (“Seller”). Buyer and Seller may hereinafter be referred to individually as a “Party” or together as the “Parties”.

Roper Technologies Inc – Time-Based Restricted Stock Award Notice and Award Certificate (“Award Agreement”) (February 25th, 2019)

Effective as of the date referenced above, (“Grant Date”), you have been granted a Time-Based Restricted Stock Award of a fixed number of shares (“Awarded Shares”) of ROPER TECHNOLOGIES, INC. (the “Company”) common stock, par value $0.01 per share. These Awarded Shares are restricted until the Service Condition is satisfied.

Roper Technologies Inc – Performance-Based Restricted Stock Award Notice and Award Certificate (“Award Agreement”) (February 25th, 2019)

Effective as of the date specified in your award letter, (“Grant Date”), you have been granted a Performance-Based Restricted Stock Award of a fixed number of shares (“Awarded Performance Shares”) of ROPER TECHNOLOGIES, INC. (the “Company”) common stock, par value $0.01 per share. These Awarded Performance Shares are restricted, until both the Service Condition and the Performance Condition are satisfied.

Roper Technologies Inc – ROPER TECHNOLOGIES, INC. Federal Taxpayer Identification No.: 51-0263969 6901 Professional Parkway East, Suite 200 Sarasota, Florida 34240 Nonstatutory Stock Option Award Certificate (“Award Agreement”) Part I Non-transferable G R A N T TO (“Optionee”) the right to purchase from Roper Technologies, Inc. (the “Company”) (February 25th, 2019)

The Option shall be pursuant to and subject to the provisions of the Roper Technologies, Inc. 2016 Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following page (the “Terms and Conditions”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.

Bluegreen Vacations Corp – FORWARD-LOOKING STATEMENTS This presentation contains forward-looking statements based largely on current expectations of Bluegreen Vacations (“Bluegreen” or “The Company”), that involve a number of risks and uncertainties. All opinions, forecasts, projections, future plans or other statements, other than statements of historical fact, are forward-looking statements and can be identified by the use of words or phrases such as "plans," "believes," "will," "expects," "anticipates," "intends," "estimates," "our view," "we see," "would" and words and phrases of similar meaning. The forward-looking (February 22nd, 2019)
Kforce Inc – AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 22nd, 2019)

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is entered into and effective as of January 1, 2013 at 12:01 a.m., between Kforce Inc., a Florida corporation (the "Employer"), and Andrew G. Thomas (the "Executive").

Texas Roadhouse, Inc. – ASSET PURCHASE AGREEMENT (February 22nd, 2019)

THIS ASSET PURCHASE AGREEMENT dated as of December 3, 2018 (this  “Agreement”), is made by and among (i) TEXAS ROADHOUSE, INC., a Delaware corporation (“Roadhouse”), (ii) TEXAS ROADHOUSE HOLDINGS LLC, a Kentucky limited liability company (“Holdings”), (iii) GREEN BROTHERS DINING INC., a Florida corporation (“Franchisee”) and (iv) W. KENT TAYLOR, an individual, and MAYNARD INVESTMENTS, LLC, a Kentucky limited liability company (each “Major Shareholder,” and collectively, “Major Shareholders”).

Faro Technologies Inc – FARO TECHNOLOGIES, INC. 2018 NON-EMPLOYEE DIRECTOR DEFERRED COMPENSATION PLAN (February 21st, 2019)
Southern Power Co – FIRST AMENDMENT TO THE SOUTHERN COMPANY DEFERRED COMPENSATION PLAN (February 20th, 2019)

WHEREAS, the Board of Directors of Southern Company Services, Inc. heretofore established and adopted the Southern Company Deferred Compensation Plan, as amended and restated effective January 1, 2018 (the “Plan”);

Altria Group, Inc. – Remarks by Howard Willard, Altria Group, Inc.’s (Altria) Chairman and Chief Executive Officer; and other members of Altria’s senior management team 2019 Consumer Analyst Group of New York (CAGNY) Conference Boca Raton, Florida February 20, 2019 (February 20th, 2019)

Thanks, Steve. Good morning everyone, and thank you for joining us. We’re excited to be back at CAGNY and have lots to share with you this morning. Murray Garnick, our General Counsel who also leads Regulatory Affairs, and Billy Gifford, our Chief Financial Officer, will join me in speaking with you. And all of us will be available during the Q&A session and in the break-out room.

Neogenomics Inc – NeoGenomics Reports Record Revenue of $76 Million with 17% Organic Revenue Growth in the Fourth Quarter (February 19th, 2019)

Douglas M. VanOort, the Company’s Chairman and CEO, commented, “Fourth quarter results were excellent, and a strong finish to a great year for our company. We reported record revenue and EBITDA for the quarter, with high-teens organic revenue growth for the second consecutive quarter and continuing improvements in profitability and cash flow.

Greater Cannabis Company, Inc. – SECURITIES PURCHASE AGREEMENT (February 15th, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 12, 2019, by and between Greater Cannabis Company, Inc., a Florida corporation, with headquarters located at 15 Walker Avenue Suite 101, Baltimore, MD 21208 (the “Company”) and EAGLE EQUITIES, LLC, with its address at 390 Whalley Ave., New Haven, CT 06511 (the “Buyer”).

Greater Cannabis Company, Inc. – EXCHANGE AGREEMENT (February 15th, 2019)

This Exchange Agreement (this “Agreement”) is entered into as of February 14, 2019, by and among The Greater Cannabis Company, Inc., a Florida corporation (the “Company”) and Emet Capital Partners LLC (“Investor”).

Mednax, Inc. – AMENDMENT NO. 1 TO CREDIT AGREEMENT (February 14th, 2019)

THIS CREDIT AGREEMENT, dated as of October 30, 2017, is by and among MEDNAX, INC., a Florida corporation (the “Borrower”), the Guarantors (as hereinafter defined), the Lenders (as hereinafter defined) and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

Mednax, Inc. – EMPLOYMENT AGREEMENT (February 14th, 2019)

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between MEDNAX SERVICES, INC., a Florida corporation (“Employer”) and DOMINIC J. ANDREANO (“Employee”) effective as the Effective Date.

Nicholas Financial Inc – AMENDMENT NO. 10 AND WAVIER TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (February 14th, 2019)

THIS AMENDMENT NO. 10 AND WAIVER TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of February 12, 2019 (this “Amendment”), is among NICHOLAS FINANCIAL, INC., a Florida corporation (the “Borrower”), BANK OF AMERICA, N.A., in its capacity as agent (in such capacity, the “Agent”), and each of the Lenders party hereto.

GEE Group Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 14th, 2019)

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is made and effective as of February 13, 2019 (the "Effective Date"), between GEE Group Inc., an Illinois corporation, whose principal place of business is 7751 Belfort Parkway Suite 150 Jacksonville, Florida 32256 (the "Company" or "Employer") and Kim Thorpe, an individual whose address is in Jacksonville Beach, Florida. (the "Executive").

Mednax, Inc. – EMPLOYMENT AGREEMENT (February 14th, 2019)

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between MEDNAX SERVICES, INC., a Florida corporation (“Employer”) and DAVID A. CLARK (“Employee”) effective as the Effective Date.