Gray Plant Mooty Sample Contracts

BETWEEN THE
Management Agreement • March 8th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • Lakes
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RECITALS
Asset Purchase Agreement • October 14th, 2004 • Biotel Inc. • Surgical & medical instruments & apparatus • Minnesota
RECITALS
License Agreement • October 1st, 2004 • Global Internet Communications Inc • Surgical & medical instruments & apparatus • Minnesota
BETWEEN
Stock Purchase Agreement • January 16th, 1998 • NRG Energy Inc • Electric services • Oregon
ARTICLE I DEFINITIONS
Asset Purchase Agreement • August 28th, 1997 • Grow Biz International Inc • Retail-miscellaneous retail • Ohio
EXECUTION VERSION CREDIT AGREEMENT Dated as of June 22, 2006
Credit Agreement • June 28th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • New York
WITNESSETH:
Pledge and Security Agreement • March 8th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • Minnesota
1,666,667 SHARES PAPER WAREHOUSE, INC. COMMON STOCK $.01 PAR VALUE UNDERWRITING AGREEMENT
Paper Warehouse Inc • November 6th, 1997 • Retail-miscellaneous shopping goods stores • Minnesota
RECITALS
License Agreement • October 1st, 2004 • Global Internet Communications Inc • Surgical & medical instruments & apparatus • Minnesota
EXECUTION VERSION THIRD AMENDED AND RESTATED DEVELOPMENT AGREEMENT
Development Agreement • March 8th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation
RECITALS
Security Agreement • March 8th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • Minnesota
WITNESSETH:
Account Control Agreement • March 8th, 2006 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • Minnesota
EXHIBIT 10.2
Merger Agreement and Plan of Reorganization • May 12th, 2004 • Photo Control Corp • Photographic equipment & supplies • Minnesota
EXHIBIT 2.1 PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • November 25th, 1998 • Vaughn Communications Inc • Services-allied to motion picture production
EMPLOYMENT AGREEMENT
Employment Agreement • March 5th, 2018 • Famous Daves of America Inc • Retail-eating places • Minnesota

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into February 12, 2018 and shall be effective as of the Executive’s start date with the Company, which is anticipated to be March 6, 2018 (the “Effective Date”), by and between Famous Dave’s of America, Inc., a Minnesota corporation (the “Company”), and Paul Malazita, an individual resident of the State of Minnesota (“Executive”).

TERM LOAN AGREEMENT dated as of April 10, 2018 among C1 HOLDINGS CORP., as the Borrower, C1 INTERMEDIATE CORP., as Holdings THE LENDERS PARTY HERETO, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and as Collateral Agent CREDIT...
Term Loan Agreement • April 11th, 2018 • ConvergeOne Holdings, Inc. • Services-prepackaged software • New York

This TERM LOAN AGREEMENT, dated as of April 10, 2018 (as modified and supplemented and in effect from time to time, this “Agreement”), among C1 Holdings Corp., a Delaware corporation (the “Borrower”), C1 Intermediate Corp., a Delaware corporation (“Holdings”), the Lenders (as defined herein) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“CS”), as Administrative Agent and Collateral Agent. Credit Suisse Securities (USA) LLC is the sole lead arranger and sole bookrunner for the Term Loan Facility. Capitalized terms used in this Agreement shall have the meanings set forth in Article I.

EX-10.1 4 dex101.htm MASTER LOAN AGREEMENT MASTER LOAN AGREEMENT by and among REG NEWTON, LLC, An Iowa limited liability company and AGSTAR FINANCIAL SERVICES, PCA dated as of March 8, 2010 Page LIST OF SCHEDULES AND EXHIBITS Schedule 3.01(d) Real...
Master Loan Agreement • May 5th, 2020 • Minnesota

THIS MASTER LOAN AGREEMENT (this “Agreement”), dated as of March 8, 2010, between AGSTAR FINANCIAL SERVICES, PCA (the “Lender”) and REG NEWTON, LLC, an Iowa limited liability company (the “Borrower”).

SIXTH AMENDED AND RESTATED MASTER LOAN AGREEMENT by and among HERON LAKE BIOENERGY, LLC and AGSTAR FINANCIAL SERVICES, PCA dated to be effective as of May 17, 2013
Master Loan Agreement • July 1st, 2013 • Heron Lake BioEnergy, LLC • Industrial organic chemicals • Minnesota

THIS SIXTH AMENDED AND RESTATED MASTER LOAN AGREEMENT (this “Agreement”), dated to be effective as of May 17, 2013, between AGSTAR FINANCIAL SERVICES, PCA, a United States corporation (“Lender”) and HERON LAKE BIOENERGY, LLC, a Minnesota limited liability company (“Borrower”).

FOURTH AMENDED AND RESTATED MASTER LOAN AGREEMENT by and among HERON LAKE BIOENERGY, LLC and AGSTAR FINANCIAL SERVICES, PCA dated as of October 1, 2007
Master Loan Agreement • August 22nd, 2008 • Heron Lake BioEnergy, LLC • Industrial organic chemicals • Minnesota

THIS FOURTH AMENDED AND RESTATED MASTER LOAN AGREEMENT (this “Agreement”), dated as of October 1, 2007, between AGSTAR FINANCIAL SERVICES, PCA, a United States corporation (“Lender”) and HERON LAKE BIOENERGY, LLC, a Minnesota limited liability company (the “Borrower”).

EMPLOYMENT AGREEMENT
Employment Agreement • January 8th, 2009 • Multiband Corp • Telephone communications (no radiotelephone) • Minnesota
SUBSCRIPTION AND INFORMATION AGENT AGREEMENT
Subscription and Information Agent Agreement • December 6th, 2017 • Famous Daves of America Inc • Retail-eating places • Pennsylvania

This Subscription and Information Agent Agreement (the “Agreement”) is entered into as of this 30th day of November by and between Famous Dave’s of America, Inc., a corporation organized and existing under the laws of Minnesota (the “Company”), and Broadridge Corporate Issuer Solutions, Inc., a Company having its principal offices in Philadelphia, Pennsylvania (“Broadridge”).

MASTER LOAN AGREEMENT by and among SUPERIOR CORN PRODUCTS, LLC and AGSTAR FINANCIAL SERVICES, PCA dated as of November 15, 2005
Master Loan Agreement • September 26th, 2006 • US BioEnergy CORP • Industrial organic chemicals • Minnesota

THIS MASTER LOAN AGREEMENT (this “Agreement”), dated as of November 15, 2005, between AGSTAR FINANCIAL SERVICES, PCA, an United States corporation (“Lender”) and SUPERIOR CORN PRODUCTS, LLC, a Michigan limited liability company (the “Borrower”).

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REAL ESTATE PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS
Real Estate Purchase Agreement and Escrow Instructions • January 8th, 2010 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts • Minnesota

THIS REAL ESTATE PURCHASE AGREEMENT and ESCROW INSTRUCTIONS (this “Agreement”) is entered into as of this 7th day of January, 2010 (the “Effective Date”), by and between Stingray Properties, LLC, a Minnesota limited liability company (“Seller”); Crystal Blue Properties, LLC, a Minnesota limited liability company, Sylvan Holdings, LLC, a Minnesota limited liability company and Dr. Samuel Elghor, an individual (collectively, the “Seller Guarantor”), Grubb & Ellis Equity Advisors, LLC, a Delaware limited liability company, its successors and assigns (“Buyer”); and First American Title Insurance Company (“Escrow Agent”).

RECITALS:
Stock Purchase Agreement • September 14th, 2007 • Arcadia Resources, Inc • Services-personal services • Florida
EXHIBIT 99.8
Security Agreement • November 22nd, 2005 • National Auto Credit Inc /De • Services-auto rental & leasing (no drivers)
Execution Copy DEBT TERMINATION AGREEMENT REGARDING DEBT OBLIGATION, GAMING DEVELOPMENT AND MANAGEMENT AGREEMENTS Between SHINGLE SPRINGS TRIBAL GAMING AUTHORITY an instrumentality of the Shingle Springs Band of Miwok Indians, and LAKES KAR-SHINGLE...
Debt Termination Agreement • May 5th, 2020 • California

THIS DEBT TERMINATION AGREEMENT (this “Termination Agreement”) is entered into as of this 12TH day of July, 2013, among the Shingle Springs Tribal Gaming Authority (hereinafter referred to as “Authority”), an instrumentality of the Shingle Springs Band of Miwok Indians, a federally-recognized Indian tribe (hereinafter referred to as “Tribe”), authorized by Tribal Resolution 2004-18 and its related ordinance, as amended, to exercise the Tribe’s proprietary rights and powers in connection with a gaming facility developed on behalf of the Tribe by the Authority, and Lakes KAR-Shingle Springs, LLC, a Delaware limited liability company (hereinafter referred to as “LKAR”), and joined by the Tribe and Lakes Entertainment, Inc., a Minnesota corporation (“Lakes,” and, together with the Authority, the Tribe, and LKAR, collectively, the “Parties” and each, a ”Party”).

INCREMENTAL AMENDMENT Dated as of July 28, 2017 among C1 INTERMEDIATE CORP., as Holdings CONVERGEONE HOLDINGS CORP., as Borrower THE GUARANTORS PARTY HERETO, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Incremental Term Lender and JPMORGAN CHASE BANK,...
Forum Merger Corp • December 1st, 2017 • Blank checks • New York

This INCREMENTAL AMENDMENT (this “Agreement”), dated as of July 28, 2017, is among C1 INTERMEDIATE CORP., a Delaware corporation (“Holdings”), CONVERGEONE HOLDINGS CORP., a Delaware corporation (the “Borrower”), the Guarantors party hereto (together with Holdings and the Borrower, the “Loan Parties”), CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as an Additional Lender providing Incremental Term Loans (in such capacity, the “Incremental Term Lender”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (as defined below) (in such capacity, the “Administrative Agent”) and collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”). Capitalized terms not otherwise defined in this Agreement have the same meanings as specified in the Credit Agreement (as defined below).

WITNESSETH:
Agreement for Sale and Purchase • September 14th, 2007 • Arcadia Resources, Inc • Services-personal services • Florida
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 7th, 2017 • Zayo Group LLC • Telephone communications (no radiotelephone) • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 29, 2016, is made by and among Zayo Group, LLC, a Delaware limited liability company (“Buyer”), ZELMS, Inc., a Delaware corporation and direct, wholly owned subsidiary of Buyer (“Merger Sub”), Electric Lightwave Parent, Inc., a Delaware corporation (the “Company”) and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the initial Equityholder Representative hereunder.

EX-10.1 2 c13067exv10w1.htm FORM OF MASTER PARTICIPATION AGREEMENT
Master Participation Agreement • May 5th, 2020 • New York

Exhibit 10.1 MASTER PARTICIPATION AGREEMENT THIS MASTER PARTICIPATION AGREEMENT (this “Agreement”) dated as of the second day of March, 2007, is made by and between GREAT LAKES GAMING OF MICHIGAN, LLC, a Minnesota limited liability company (the “Seller”), and (the “Participant”) (each of the Seller and the Participant, a “Party” and, collectively, the “Parties”). RECITALS WHEREAS, the Seller has made the Loans (as defined below); and WHEREAS, the Seller wishes to sell a Participation (as defined below) in the Loans to the Participant, subject to the terms and conditions of this Agreement. In consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Definitions. “Assignment and Assumption Agreement” means the Assignment and Assumption Agreement dated May 25, 2006 among the Band, the Obligor, the Seller, Lakes, Pokagon Properties, LLC and Filb

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 6th, 2019 • Flexsteel Industries Inc • Household furniture • Iowa

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Flexsteel Industries, Inc. (the “Company”), and Jerald K. Dittmer (“Executive”) (the Company and Executive, collectively, the “Parties” and each, a “Party”) as of the date of Executive’s signature below and is effective as of the Executive’s start date with the Company, which is anticipated to be December 28, 2018, 12:01 a.m. (the “Effective Date”).

EX-10.1 2 d261554dex101.htm PRE-DEVELOPMENT, DEVELOPMENT AND FINANCING ARRANGEMENT AGREEMENT PRE-DEVELOPMENT, DEVELOPMENT FINANCING ARRANGEMENT AGREEMENT
Financing Arrangement Agreement • May 5th, 2020 • Lakes

THIS PRE-DEVELOPMENT, DEVELOPMENT & FINANCING ARRANGEMENT AGREEMENT (hereinafter referred to as the “Agreement”) is made and entered into this 22nd day of November, 2011 (the “Effective Date”) by and between Jamul Indian Village, a federally recognized Indian tribe (hereinafter referred to as the “Tribe”), located in the State of California with tribal offices located at P.O. Box 612, 14191 Hwy 94 #16, Jamul, California 91935, the Jamul Gaming Authority (hereinafter referred to as the “Authority”), a governmental subdivision and instrumentality of the Tribe, with business offices located at P.O. Box 612 14191 Hwy 94 #16, Jamul, California 91935, and Lakes Jamul Development, LLC, a Minnesota limited liability company (hereinafter referred to as “Lakes”), whose business office is located at 130 Cheshire Lane, Minnetonka, Minnesota 55305.

INTERCREDITOR AND SUBORDINATION AGREEMENT (FF&E) dated as of September 30, 2008 between LAKES KAR-SHINGLE SPRINGS, LLC, as lender under the Lakes Notes and as Manager of the Project and BANK OF UTAH, as FF&E Agent
Intercreditor and Subordination Agreement • October 6th, 2008 • Lakes Entertainment Inc • Services-miscellaneous amusement & recreation • New York

This Intercreditor and Subordination Agreement (this “Agreement”) is dated as of September 30, 2008 and is by and between Lakes KAR-Shingle Springs, LLC, a Delaware limited liability company (together with its successors, assigns and transferees, “Lakes”), as lender under the Lakes Notes (as defined below) and as Manager under the Development and Management Agreement (each as defined below) and Bank of Utah, a Utah state bank, as collateral agent (in such capacity and together with its successors in such capacity, the “FF&E Agent”) for the FF&E Financing Parties (as defined below).

AMENDED AND RESTATED MASTER LOAN AGREEMENT by and among GREEN PLAINS BLUFFTON LLC f/k/a INDIANA BIO-ENERGY, LLC and AGSTAR FINANCIAL SERVICES, PCA dated as of September 30, 2011
Master Loan Agreement • November 1st, 2011 • Green Plains Renewable Energy, Inc. • Industrial organic chemicals • Minnesota

This AMENDED AND RESTATED MASTER LOAN AGREEMENT dated as of September 30, 2011, is made and entered into by and between AGSTAR FINANCIAL SERVICES, PCA, a United States instrumentality (the “Lender”) and GREEN PLAINS BLUFFTON LLC, an Indiana limited liability company f/k/a INDIANA BIO-ENERGY, LLC, an Indiana limited liability company (the “Borrower”).

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