Georgia Sample Contracts

Select Interior Concepts, Inc. – Employment Agreement (August 17th, 2018)
FOURTH AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT Dated as of August 16, 2018 Among AVNET RECEIVABLES CORPORATION, as Seller, AVNET, INC., as Servicer, THE COMPANIES, THE FINANCIAL INSTITUTIONS, and WELLS FARGO BANK, N.A., (August 17th, 2018)

This Fourth Amended and Restated Receivables Purchase Agreement, dated as of August 16, 2018 (the "Amendment Date"), is among Avnet Receivables Corporation, a Delaware corporation ("Seller"), Avnet, Inc., a New York corporation ("Avnet"), as initial Servicer (the Servicer together with Seller, the "Seller Parties" and each a "Seller Party"), the entities listed on Schedule A to this Agreement under the heading "Financial Institution" (together with any of their respective successors and assigns hereunder, the "Financial Institutions"), the entities listed on Schedule A to this Agreement under the heading "Company" (together with any of their respective successors and assigns hereunder, the "Companies") and Wells Fargo Bank, N.A., as agent for the Purchasers hereunder or any successor agent hereunder (together with its successors and assigns hereunder, the "Agent"). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms

Forestar Group Inc – CREDIT AGREEMENT by and Among FORESTAR GROUP INC., and THE LENDERS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of August 16, 2018, JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., MIZUHO BANK, LTD. And WELLS FARGO SECURITIES, LLC, as Joint Lead Arrangers and Joint Bookrunners CITIBANK, N.A., MIZUHO BANK, LTD. And WELLS FARGO SECURITIES, LLC, as Co-Syndication Agents, and TD SECURITIES (USA) LLC, as Co-Arranger and Documentation Agent (August 17th, 2018)
Forestar Group Inc – First Amendment to Letter of Credit Facility Agreement (August 17th, 2018)
Century Casinos, Inc. – Letterhead of Unicredit Bank Austria Ag (August 16th, 2018)

In reference to the talks held with you, we wish to inform you that we are willing to place a revolving credit at your disposal up to the amount of EUR 7,000,000.00 (in words: seven million and 00/100 Euro) at the conditions given below. According to the agreement, the above credit can be used in the form of a fixed-rate loan. It may also be used in the following currencies: US-Dollar (USD).

Trunity Holdings, Inc. – True Nature Holding, Inc. Senior Executive Employment Agreement (August 16th, 2018)

This Agreement is made as of the 28th day of June 2018, between the TRUE NATURE HOLDING, INC., its successors and assignees, a publicly traded company incorporated in the State of Delaware ("Employer"), and Aleksandr Talyanker, residing at 479 Sparrow Branch Cir, St. Johns, FL 32259 ("Employee").

South Carolina Electric & Gas Co – SOUTH CAROLINA ELECTRIC & GAS COMPANY $300,000,000 First Mortgage Bonds, 3.50% Series Due 2021 $400,000,000 First Mortgage Bonds, 4.25% Series Due 2028 UNDERWRITING AGREEMENT (August 16th, 2018)
Consulting Agreement (August 14th, 2018)

This Consulting Agreement ("Agreement") is made this 1st day of June 2018 by and between ACORN ENERGY, INC., a corporation organized under the laws of Delaware (the "Company") and TRACY CLIFFORD CONSULTING, LLC, a limited liability company organized under the laws of South Carolina ("Consultant"). The Company and Consultant may be referred to herein collectively as the "Parties" or individually as the "Party".

Employment Agreement (August 14th, 2018)

This EMPLOYMENT AGREEMENT ("Agreement") is effective as of the 31st day of July, 2018 (the "Effective Date"), between Williams Industrial Services Group Inc. (the "Company") and Timothy M. Howsman ("Executive"). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

GeoVax – GEOVAX LABS, INC. 1900 Lake Park Drive Suite 380 Smyrna, Georgia 30080 (August 14th, 2018)

I am pleased to confirm your acceptance of our offer of employment with GeoVax Labs, Inc. (the "Company") in the position of Chairman, President and Chief Executive Officer. As we agreed, your effective start date will be September 5, 2018 and the initial terms of the position are:

Q2Power Technologies, Inc. – Employment Agreement (August 14th, 2018)

THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into this 1st day of August, 2018, with an effective payroll date of July 30, 2018, by and between Q2Earth, Inc., a Delaware corporation having its principal place of business in Atlanta, Georgia (the "Company") and David Shields, a resident of the State of Texas (the "Employee").

Atlanticus Holdings Corp. – Fourth Amendment to Loan and Security Agreement and First Amendment to Pledge Agreement (August 14th, 2018)

THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FIRST AMENDMENT TO PLEDGE AGREEMENT (this "Amendment") is made and entered into as of the 5th day of June, 2018, by and among ATLANTICUS HOLDINGS CORPORATION, a Georgia corporation, as Borrower ("Borrower"), certain Subsidiaries of Borrower as guarantors ("Guarantors", and together with the Borrower, the "Credit Parties" and each, a "Credit Party"), and DOVE VENTURES, LLC, a Nevada limited liability company, as lender (together with any successors or assigns thereto, "Lender").

M III Acquisition Corp. – Purchase and Sale Agreement* (August 14th, 2018)

This PURCHASE AND SALE AGREEMENT (this "Agreement") is made as of August 9, 2018, by and among IEA Energy Services LLC, a Delaware limited liability company ("Buyer"), Consolidated Construction Solutions I LLC, a Delaware limited liability company (the "Company"), Consolidated Construction Investment Holdings LLC, a Delaware limited liability company ("Seller").

General Employment Enterprises, Inc. – Third Amendment and Third Waiver to Revolving Credit, Term Loan and Security Agreement (August 14th, 2018)

THIRD AMENDMENT AND THIRD WAIVER, dated as of August 10, 2018 (this "Amendment"), to the Revolving Credit, Term Loan and Security Agreement dated as of March 31, 2017 (as amended, amended and restated, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among GEE GROUP INC., an Illinois corporation ("Holdings"), SCRIBE SOLUTIONS, INC., a Florida corporation ("Scribe"), AGILE RESOURCES, INC., a Georgia corporation ("Agile"), ACCESS DATA CONSULTING CORPORATION, a Colorado corporation ("Access"), TRIAD PERSONNEL SERVICES, INC., an Illinois corporation ("Triad Personnel"), TRIAD LOGISTICS, INC., an Ohio corporation ("Triad Logistics"), PALADIN CONSULTING, INC., a Texas corporation ("Paladin"), BMCH, INC., an Ohio corporation ("BMCH"), GEE GROUP PORTFOLIO INC., a Delaware corporation and the surviving corporation of the merger of SNI HOLDCO INC., a Delaware corporation, with and into GEE Group Portfolio Inc., a Delaware corporation ("SNI Holdings"

June 5, 2018 (August 14th, 2018)

Reference is made to that certain Loan and Security Agreement dated as of July 6, 2015 (as at any time amended, modified, restated or supplemented, the "Loan Agreement"), among MARQUIS AFFILIATED HOLDINGS LLC, a Delaware limited liability company ("Holdings"), MARQUIS INDUSTRIES, INC., a Georgia corporation, and successor by merger with A-O Industries, LLC, a Georgia limited liability company, Astro Carpet Mills, LLC, a Georgia limited liability company, Constellation Industries, LLC, a Georgia limited liability company, and S F Commercial Properties, LLC, a Georgia limited liability company ("Marquis", together with Holdings, collectively, "Borrowers" and each individually, a "Borrower"), and BANK OF AMERICA, N.A., a national banking association ("Lender").

American Midstreampartners Lp – EQUITY PURCHASE AGREEMENT Dated as of June 16, 2018 by and Among Blackwater Investments, Inc. And American Midstream, LLC as Sellers and IIF Blackwater Holdings, LLC, as Buyer (August 14th, 2018)

THIS EQUITY PURCHASE AGREEMENT (this "Agreement") is made as of June 16, 2018, by and among Blackwater Investments, Inc., a Delaware corporation ("Blackwater Investments"), American Midstream, LLC, a Delaware limited liability company ("AMID" and, together with Blackwater Investments, each a "Seller" and collectively the "Sellers"), and IIF Blackwater Holdings, LLC, a Delaware limited liability company (the "Buyer"). Each Seller and the Buyer are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

Cardlytics, Inc. – Loan and Security Agreement (August 14th, 2018)

THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between PACIFIC WESTERN BANK, a California state chartered bank ("PWB"), whose address is 406 Blackwell Street, Suite 240, Durham, North Carolina 27701, and the borrower named above (the "Borrower"), whose chief executive office is located at the above address ("Borrower's Address"). PWB and lenders that may hereafter join as lenders under this Agreement are herein sometimes collectively referred to as "Lenders" and individually as a "Lender". PWB, in its capacity as administrative and collateral Agent for the Lenders, is referred to herein as the "Agent" (which term shall include any successor Agent in accordance with terms hereof). The Schedule to this Agreement (the "Schedule") shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below and in Exhibit A hereto.)

Arsanis, Inc. – Grant Agreement (August 13th, 2018)

THIS AGREEMENT is between Arsanis Inc ("Arsanis," "You" or "Grantee") and the Bill & Melinda Gates Foundation ("Foundation"), and is effective as of the date of last signature. Each party to this Agreement may be referred to individually as a "Party" and together as the "Parties." As a condition of this grant, the Parties enter into this Agreement by having their authorized representatives sign below.

Eastside Distilling, Inc. – Amended and Restated License Agreement (August 13th, 2018)

This AMENDED AND RESTATED LICENSE AGREEMENT (this "Agreement"), dated as of this 31st day of May, 2018 ("Effective Date"), is entered into by and between RICH MARKS, LLC, a Delaware limited liability company "Licensor"), Redneck Riviera Whiskey Co., LLC, a Tennessee limited liability company ("Licensee"), John D. RICH TISA Trust U/A/D MARCH 27, 2018, DWIGHT P. WILeS, TRUSTEE ("Trust"), and EASTSIDE DISTILLING, INC., a corporation organized under the laws of the State of Nevada ("Former Licensee").

Asset Purchase Agreement (August 13th, 2018)

This Asset Purchase Agreement (this "Agreement"), dated as of August 8, 2018, is by and among (i) Virterras Materials US LLC, a Delaware limited liability company ("Buyer"), Sable Polymer Solutions, LLC, an Arkansas limited liability company ("Seller"), (iii) Pioneer Products, LLC, an Arkansas limited liability company ("Pioneer"), (iv) Ecoark Inc., a Delaware corporation ("Ecoark"), and (v) Ecoark Holdings, Inc., a Nevada corporation ("Ecoark Holdings" and together with Pioneer and Ecoark, the "Parent Companies").

Pgt – Page SECTION 3.08. Special Mandatory Redemption 51 ARTICLE FOUR COVENANTS SECTION 4.01. Payment of Notes 51 SECTION 4.02. Maintenance of Office or Agency 52 SECTION 4.03. Corporate Existence 52 SECTION 4.04. Payment of Taxes 52 SECTION 4.05. [Reserved] 53 SECTION 4.06. Compliance Certificate; Notice of Default 53 SECTION 4.07. [Reserved] 53 SECTION 4.08. Waiver of Stay, Extension or Usury Laws 53 SECTION 4.09. Change of Control 53 SECTION 4.10. Incurrence of Indebtedness and Issuance of Preferred Stock 56 SECTION 4.11. Restricted Payments 60 SECTION 4.12. Liens 65 SECTION 4.13. Asset Sales 66 (August 13th, 2018)
Arsanis, Inc. – Amended and Restated Agreement (August 13th, 2018)

THIS AMENDED AND RESTATED AGREEMENT ("Agreement") is between Arsanis, Inc. ("You" or "Grantee") and the Bill & Melinda Gates Foundation ("Foundation"), and is effective as of the date of last signature. This Agreement amends, restates, and replaces entirely the above-referenced Original Agreement in its entirety as of the date of last signature. Each party to this Agreement may be referred to individually as a "Party" and together as the "Parties." As a condition of this grant, the Parties enter into this Agreement by having their authorized representatives sign below.

GreenSky, Inc. – Amendment No. 4 to Servicing Agreement (August 10th, 2018)

THIS AMENDMENT NO. 4 TO SERVICING AGREEMENT (this "Amendment") is made as of June 29, 2018 by and between GreenSky, LLC, a Georgia limited liability company ("Servicer"), and Fifth Third Bank, an Ohio-chartered, FDIC-insured bank ("Lender"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Servicing Agreement (as defined herein).

EVO Payments, Inc. – Exchange Agreement (August 10th, 2018)

EXCHANGE AGREEMENT (this "Agreement"), dated as of May 22, 2018, and to become effective as of the effectiveness of the LLC Agreement (as defined below), by and among EVO Investco, LLC, a Delaware limited liability company (the "Company"), EVO Payments, Inc., a Delaware corporation ("Pubco"), the holders of Common Units in the Company and shares of Class C Common Stock or Class D Common Stock of Pubco, and the Call Option Holder, from time to time party hereto (each, a "Holder").

Sales Agency Financing Agreement (August 10th, 2018)

Sales Agency Financing Agreement (this "Agreement"), dated as of August 10, 2018, between THE SOUTHERN COMPANY, a Delaware corporation (the "Company"), and [*], a registered broker-dealer organized under the laws of the State of [*] (the "Sales Agent").

EVO Payments, Inc. – REGISTRATION RIGHTS AGREEMENT Dated as of May 22, 2018 (August 10th, 2018)

WHEREAS, the Company is currently pursuing an initial public offering of its Class A Common Stock, the proceeds of which will be used to purchase newly-issued common units in EVO Investco, LLC; and

EVO Payments, Inc. – Director Nomination Agreement (August 10th, 2018)

This Director Nomination Agreement (this "Agreement") is made on May 22, 2018, to become effective on May 25, 2018 simultaneously with the effectiveness of the Bylaws (as defined below) (the "Effective Date"), by and among EVO Payments, Inc., a Delaware corporation (the "Company"), Madison Dearborn Partners, LLC, Madison Dearborn Partners VI-A&C, L.P., Madison Dearborn Capital Partners VI-C, L.P., Madison Dearborn Partners VI-B, L.P., Madison Dearborn Capital Partners VI-B, L.P., Madison Dearborn Capital Partners VI Executive-B, L.P., MDCP VI-C Cardservices Splitter, L.P., MDCP Cardservices LLC and MDCP VI-C Cardservices Blocker Corp. (collectively, "MDP").

EVO Payments, Inc. – TAX RECEIVABLE AGREEMENT by and Among EVO PAYMENTS, INC. EVO INVESTCO, LLC THE MEMBERS OF EVO INVESTCO, LLC FROM TIME TO TIME PARTY HERETO Dated as of May 25, 2018 (August 10th, 2018)

This TAX RECEIVABLE AGREEMENT (this "Agreement"), dated as of May 25, 2018, is hereby entered into by and among EVO Payments, Inc., a Delaware corporation (the "Corporation"), EVO Investco LLC, a Delaware limited liability company (the "Operating Company"), Madison Dearborn Capital Partners VI-C, L.P., a Delaware limited partnership (the "Original Call Option Holder") and each of the Members from time to time party hereto. Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.1.

GreenSky, Inc. – Greensky, Inc. 2018 Omnibus Incentive Compensation Plan (August 10th, 2018)
Synalloy Corporation – SYNALLOY CORPORATION Up to $10,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENT (August 10th, 2018)
Employment Agreement (August 9th, 2018)

This Employment Agreement (this "Agreement"), entered into and effective as of May 25, 2018, is made and entered into by Avid Technology, Inc. (the "Company") and Kenneth Gayron ("Executive").

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").

Altisource Residential Corporat – Omnibus Amendment to Master Services Agreement, Waiver Agreement, Services Letter and Fee Letter (August 9th, 2018)

THIS OMNIBUS AMENDMENT TO MASTER SERVICES AGREEMENT, WAIVER AGREEMENT, SERVICES LETTER AND FEE LETTER (this "Omnibus Amendment") is made and entered into as of the 8th day of August, 2018 (the "Omnibus Amendment Effective Date"), by and between FRONT YARD RESIDENTIAL CORPORATION, f/k/a ALTISOURCE RESIDENTIAL CORPORATION, a Maryland corporation ("Residential"), and ALTISOURCE S.A R.L., as successor in interest to ALTISOURCE SOLUTIONS S.A R.L., a Luxembourg private limited liability company ("Altisource").

Performance-Based Restricted Stock Unit Award Agreement (August 9th, 2018)

Pursuant to the BlueLinx Holdings, Inc. 2016 Amended and Restated Long-Term Incentive Plan, as amended (the "Plan"), BlueLinx Holdings, Inc., a Delaware corporation (the "Company"), has granted the above-named participant ("Participant") Restricted Stock Units (the "RSUs" or the "Award") entitling Participant to receive such number of shares of Company common stock (the "Shares") as is set forth above on the terms and conditions set forth in this agreement (this "Agreement") and the Plan. Capitalized terms used in this Agreement and not defined herein shall have the meanings set forth in the Plan.

Dova Pharmaceuticals, Inc. – Loan and Security Agreement (August 9th, 2018)

THIS LOAN AND SECURITY AGREEMENT (this Agreement) is dated and is effective as of April 17, 2018 (the Effective Date) between SILICON VALLEY BANK, a California corporation (Bank), and DOVA PHARMACEUTICALS, INC., a Delaware corporation (Dova) and AKARX, INC., a Delaware corporation (Akarx and together with Dova, each a Co-Borrower and collectively Co-Borrowers), provides the terms on which Bank shall lend to Co-Borrowers and Co-Borrowers shall repay Bank. The parties agree as follows: