Fox Rothschild Sample Contracts

Contract (October 26th, 2018)
Contract (October 26th, 2018)
Reshape Lifesciences, Inc. Common Stock Sales Agreement (October 3rd, 2018)
Jolley Marketing Inc – Securities Purchase Agreement (September 27th, 2018)

This Securities Purchase Agreement (this "Agreement") is dated as of September 13, 2018, between Creative Medical Technology Holdings, Inc., a Nevada corporation and its predecessors (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a "Purchaser" and collectively, the "Purchasers").

Campbell Mithun Tower (September 20th, 2018)
And Warrants to Purchase 5,844,445 Shares of Common Stock Placement Agency Agreement (September 20th, 2018)
First Amendment to Credit Agreement (September 7th, 2018)
Bio-Key International, Inc. Underwriting Agreement (August 27th, 2018)
Common Stock Purchase Warrant Bio-Key International, Inc. (August 27th, 2018)

THIS COMMON STOCK PURCHASE WARRANT (this "Warrant") certifies that, for value received, ____________ or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "Initial Exercise Date") and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the "Termination Date"; provided, however that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day) but not thereafter, to subscribe for and purchase from BIO-key International, Inc., a Nevada corporation (the "Company"), up to ____________ shares (the "Warrant Shares") of the Company's common stock, par value $0.0001 per share (the "Common Stock"). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 1(b). This Warrant is one of the warrants (collectiv

Truett-Hurst Inc. – Asset Purchase Agreement (August 16th, 2018)

This Asset Purchase Agreement (this "Agreement") is entered into effective as of August 13, 2018 (the "Effective Date"), by and between Precept Brands LLC, a Washington limited liability company ("Precept"), Truett-Hurst, Inc., a Delaware corporation ("Truett") and H.D.D. LLC, a California limited liability company ("HDD" or "Seller") the managing member of which is Truett. Precept, Truett and HDD are sometimes referred to herein collectively as the "Parties" and sometimes referred to individually as a "Party".

CREDIT AGREEMENT by and Among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, THE McClatchy COMPANY, as Parent, and THE BORROWERS THAT ARE PARTIES HERETO Dated as of July 16, 2018 (August 9th, 2018)

THIS CREDIT AGREEMENT, is entered into as of July 16, 2018 by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a "Lender", as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent"), THE MCCLATCHY COMPANY, a Delaware corporation ("Parent"), the Subsidiaries of Parent identified on the signature pages hereof as "Borrowers", and those additional entities that hereafter become parties hereto as "Borrowers" in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (each a "Borrower" and individually and collectively, jointly and severally, the "Borrowers").

Securities Purchase Agreement (August 2nd, 2018)

This Securities Purchase Agreement (this Agreement) is dated as of August 2, 2018, between ReShape Lifesciences Inc., a Delaware corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively the Purchasers).

Securities Purchase Agreement (July 12th, 2018)

This Securities Purchase Agreement (this Agreement) is dated as of July 10, 2018, between ReShape Lifesciences Inc., a Delaware corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively the Purchasers).

The McClatchy Company 9.000% Senior Secured Notes Due 2026 Purchase Agreement (July 6th, 2018)
Contract (June 27th, 2018)

NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE 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. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Contract (June 27th, 2018)

NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE 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. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

Securities Purchase Agreement (June 21st, 2018)

This Securities Purchase Agreement (this Agreement) is dated as of June 19, 2018, between ReShape Lifesciences Inc., a Delaware corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively the Purchasers).

Credit Agreement (June 19th, 2018)

This CREDIT AGREEMENT ("Agreement") is entered into as of June 19, 2018, among THE TORO COMPANY, a Delaware corporation ("Toro"), TORO LUXEMBOURG S.A.R.L. ("Toro Luxembourg"), a Luxembourg limited liability company (societe a responsabilite limitee) incorporated and existing under the laws of the Grand Duchy of Luxembourg, and registered with the Luxembourg trade and companies register (Registre de Commerce et des Societes de Luxembourg) under registration number B 131.092, certain other Subsidiaries of Toro party hereto pursuant to Section 2.17 (each a "Designated Borrower" and, together with Toro Luxembourg, the "Subsidiary Borrowers" and, together with Toro, the "Borrowers" and each a "Borrower"), each lender from time to time party hereto (collectively, the "Lenders" and individually, a "Lender"), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

Securities Purchase Agreement (June 8th, 2018)

This Securities Purchase Agreement (this Agreement) is dated as of June 7, 2018, between ReShape Lifesciences Inc., a Delaware corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively the Purchasers).

MeiraGTx Holdings plc – MeiraGTx Holdings Plc (A Cayman Islands Exempted Company) [] Ordinary Shares UNDERWRITING AGREEMENT (June 4th, 2018)
Smart Sand, Inc. – Registration Rights Agreement (May 18th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [________________], 2018, is by and between Smart Sand Inc., a Delaware corporation (the "Company") and Quickthree Solutions, Inc., a corporation existing under the laws of the Province of Saskatchewan ("Seller").

Smart Sand, Inc. – ASSET PURCHASE AGREEMENT by and Among (May 18th, 2018)

This Asset Purchase Agreement (this "Agreement"), dated as of May 8, 2018, is entered into by and among Quickthree Solutions Inc., a corporation existing under the laws of the Province of Saskatchewan ("Seller"), Quickthree Technology, LLC, a limited liability company existing under the laws of the State of Delaware ("Buyer"), certain shareholders of Seller who are listed on Schedule I attached hereto (the "Restricted Shareholders"), certain shareholders of Seller who are listed on Schedule II attached hereto (the "Majority Shareholders") and, solely with respect to Section 10.14, Smart Sand Inc., a corporation existing under the laws of the State of Delaware ("Parent").

CREDIT AGREEMENT Dated as of May 14, 2018, Among RED LION HOTELS CORPORATION as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent and Sole Bookrunner and THE OTHER LENDERS PARTY HERETO FROM TIME TO TIME DEUTSCHE BANK SECURITIES INC., CAPITAL ONE, NATIONAL ASSOCIATION and RAYMOND JAMES BANK, N.A., as Joint Lead Arrangers (May 16th, 2018)

This CREDIT AGREEMENT (as the same may be amended, modified, refinanced and/or restated from time to time, this Agreement) is entered into as of May 14, 2018, among RED LION HOTELS CORPORATION, a Washington corporation (the Borrower), the Guarantors party hereto from time to time, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent, and each lender from time to time party hereto (collectively, the Lenders and individually, a Lender).

Smart Sand, Inc. – Registration Rights Agreement (May 14th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [________________], 2018, is by and between Smart Sand Inc., a Delaware corporation (the "Company") and Quickthree Solutions, Inc., a corporation existing under the laws of the Province of Saskatchewan ("Seller").

Smart Sand, Inc. – ASSET PURCHASE AGREEMENT by and Among (May 14th, 2018)

This Asset Purchase Agreement (this "Agreement"), dated as of May 8, 2018, is entered into by and among Quickthree Solutions Inc., a corporation existing under the laws of the Province of Saskatchewan ("Seller"), Quickthree Technology, LLC, a limited liability company existing under the laws of the State of Delaware ("Buyer"), certain shareholders of Seller who are listed on Schedule I attached hereto (the "Restricted Shareholders"), certain shareholders of Seller who are listed on Schedule II attached hereto (the "Majority Shareholders") and, solely with respect to Section 10.14, Smart Sand Inc., a corporation existing under the laws of the State of Delaware ("Parent").

Smart Sand, Inc. – Master Product Purchase Agreement (May 10th, 2018)

This Master Product Purchase Agreement (this "Agreement") is made and entered into this 13th day of February, 2018 (the "Execution Date"), by and between Smart Sand, Inc. a Delaware corporation, or its designee, with a place of business at 1000 Floral Vale Boulevard, Suite 225, Yardley, Pennsylvania 19067 ("Smart Sand") and Hess Corporation, a Delaware corporation, with a place of business at 1501 McKinney Street, Houston, Texas 77010 ("Buyer").

Placement Agency Agreement (April 3rd, 2018)
Securities Purchase Agreement (April 3rd, 2018)

This Securities Purchase Agreement (this Agreement) is dated as of April 2, 2018, between ReShape Lifesciences Inc., a Delaware corporation (the Company), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a Purchaser and collectively, the Purchasers).

Smart Sand, Inc. – Master Product Purchase Agreement (March 15th, 2018)

This Master Product Purchase Agreement (this "Agreement") is made and entered into effective as of the 1st day of January 2018 (the "Effective Date"), by and between Smart Sand, Inc. a Delaware corporation, or its designee, with a place of business at 1000 Floral Vale Blvd., Suite 125, Yardley, Pennsylvania 19067 ("Smart Sand") and WPX Energy Production LLC, a Delaware limited liability company with a place of business at 3500 One Williams Center, Tulsa, OK 74172 ("Buyer").

Securities Purchase Agreement (March 1st, 2018)

This Securities Purchase Agreement (this "Agreement") is dated as of October 27, 2017, between Players Network, Inc., a Nevada corporation and its predecessors (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a "Purchaser" and collectively, the "Purchasers").

Gordon Pointe Acqusition Corp. – Investment Management Trust Agreement (January 30th, 2018)

This Investment Management Trust Agreement (this "Agreement") is made effective as of January 24, 2018 by and between Gordon Pointe Acquisition Corp., a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation (the "Trustee").

Gordon Pointe Acqusition Corp. – 12,500,000 Units1 Gordon Pointe Acquisition Corp. UNDERWRITING AGREEMENT (January 30th, 2018)
AGREEMENT AND PLAN OF MERGER by and Among HARVARD BIOSCIENCE, INC. And PLYMOUTH SUB, INC. And DATA SCIENCES INTERNATIONAL, INC. And THE STOCKHOLDER REPRESENTATIVE Dated as of January 22, 2018 AGREEMENT AND PLAN OF MERGER (January 26th, 2018)

This AGREEMENT AND PLAN OF MERGER (this "Agreement"), is made and entered into as of January 22, 2018, by and among Harvard Bioscience, Inc., a Delaware corporation ("Parent"), Plymouth Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), Data Sciences International, Inc., a Delaware corporation (the "Company"), and, solely for purposes of Section 11.01 herein, Plymouth Stockholder Rep, LLC (the "Stockholder Representative").

Pure Cycle Corporation – TENTH AMENDMENT TO CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (Sky Ranch) (January 9th, 2018)

THIS TENTH AMENDMENT TO CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (this "Amendment") is made as of November _____, 2017 ("Effective Date"), by and between PCY HOLDINGS, LLC, a Colorado limited liability company ("Seller"), and TAYLOR MORRISON OF COLORADO, INC., a Colorado corporation ("Purchaser"). Seller and Purchaser may be referred to collectively as the "Parties."

Pure Cycle Corporation – TENTH AMENDMENT TO CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (Sky Ranch) (January 9th, 2018)

THIS TENTH AMENDMENT TO CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE (this "Amendment") is made as of the date the last of the Parties executes and dates this Amendment (the "Effective Date"), by and between PCY HOLDINGS, LLC, a Colorado limited liability company ("Seller"), and KB HOME COLORADO INC., a Colorado corporation ("Purchaser"). Seller and Purchaser may be referred to collectively as the "Parties."