Gunster, Yoakley & Stewart Sample Contracts

BACKGROUND
Stock Purchase Agreement • August 9th, 2006 • Asset Acceptance Capital Corp • Short-term business credit institutions • Florida
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ARTICLE I APPOINTMENT OF THE CONSULTANT
Consulting Agreement • February 23rd, 2005 • Incentra Solutions, Inc. • Services-business services, nec • Colorado
FORM OF UNDERWRITING AGREEMENT between SENSUS HEALTHCARE, INC. and NORTHLAND SECURITIES, INC. and NEIDIGER, TUCKER, BRUNER, INC. as Representatives of the Several Underwriters SENSUS HEALTHCARE, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • May 19th, 2016 • Sensus Healthcare, Inc. • Surgical & medical instruments & apparatus • New York

The undersigned, Sensus Healthcare, Inc., a corporation formed under the laws of the State of Delaware (collectively with its predecessor, Sensus Healthcare, LLC, the “Company”), hereby confirms its agreement (this “Agreement”) with Northland Securities, Inc. and Neidiger, Tucker, Bruner, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representative (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

RECITALS:
Agreement and Plan of Merger • January 13th, 2004 • Capital City Bank Group Inc • State commercial banks • Florida
Exhibit 10.39 CREDIT AGREEMENT
Credit Agreement • August 14th, 2003 • Sba Communications Corp • Services-engineering services • New York
WITNESSETH
Assignment Agreement • October 22nd, 1996 • Standish Care Co • Services-social services • Massachusetts
EXHIBIT 2.1 -----------
Agreement and Plan of Merger • February 9th, 2005 • Capital City Bank Group Inc • State commercial banks • Florida
RECITALS:
Agreement and Plan of Merger • August 2nd, 2006 • SRKP 6 Inc • Blank checks • Delaware
EXECUTION EMPLOYMENT AGREEMENT
Employment Agreement • August 9th, 2006 • Asset Acceptance Capital Corp • Short-term business credit institutions • Michigan
WITNESSETH:
Bf Enterprises Inc • March 31st, 2003 • Land subdividers & developers (no cemeteries) • Florida
RECITAL:
Employment Agreement • January 19th, 2005 • Genesis Technology Group Inc • Services-business services, nec • Florida
EMPLOYMENT AGREEMENT
Employment Agreement • July 20th, 2012 • Everest Re Group LTD • Fire, marine & casualty insurance • New Jersey

This Employment Agreement (this "Agreement") is made as of July 1, 2012, between Everest Global Services, Inc., a Delaware corporation (the "Company"), Everest Reinsurance Holdings, Inc., a Delaware corporation (“Holdings”) and Dominic J. Addesso (the "Executive").

WARRANT AGREEMENT
Warrant Agreement • May 13th, 2016 • Sensus Healthcare, Inc. • Surgical & medical instruments & apparatus • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2016, is by and between Sensus Healthcare, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Warrant Agent (the “Warrant Agent”).

2,205,882 Shares SENSUS HEALTHCARE, INC. Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • September 17th, 2018 • Sensus Healthcare, Inc. • Surgical & medical instruments & apparatus • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 28th, 2020 • Professional Holding Corp. • National commercial banks • Florida

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 17, 2017, by and between Professional Holding Corp., a Florida corporation and the parent company of Professional Bank (the “Company”), and the undersigned Investor (the “Investor”). Capitalized terms not defined in this Agreement shall have the meaning ascribed in that certain Stock Purchase Agreement dated February 17, 2017 by and between the Company and certain investors, including Investor (the “Purchase Agreement”).

PROFESSIONAL HOLDING CORP. Coral Gables, Florida 33146
Letter Agreement • January 28th, 2020 • Professional Holding Corp. • National commercial banks • Florida

This letter agreement (the “Letter Agreement”) will confirm our agreement that pursuant to and effective as of the Closing Date of your purchase of capital stock of Professional Holding Corp. (the “Company”), a Florida corporation and parent company of Professional Bank, a Florida-chartered commercial bank (the “Bank”), EJF Sidecar Fund, Series LLC – Series E, a Delaware series limited liability company (“EJF”), shall be entitled to the contractual rights set forth in this Letter Agreement, in addition to any other rights specifically provided to EJF pursuant to that certain Stock Purchase Agreement dated as of February 17, 2017 by and among the Company and certain investors, including EJF (the “Agreement”), including any amendments or supplements thereto, and such other agreements, instruments and certificates delivered in connection therewith (collectively, the “Transaction Documents”). Capitalized terms not defined in this Letter Agreement shall have the meanings ascribed in the Agr

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 18th, 2003 • Todhunter International Inc • Malt beverages • Florida

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made this 17th day of June, 2003, between Todhunter International, Inc., a Delaware corporation (“Employer”), and Jay S. Maltby (“Executive”).

CREDIT AGREEMENT among PROS, INC., as Borrower THE GUARANTORS FROM TIME TO TIME PARTY HERETO THE LENDERS FROM TIME TO TIME PARTY HERETO and TEXAS CAPITAL BANK, as Administrative Agent and L/C Issuer TCBI SECURITIES, INC., as Sole Lead Arranger and...
Credit Agreement • July 24th, 2023 • PROS Holdings, Inc. • Services-computer programming services • Texas

THIS CREDIT AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of July 21, 2023, is among PROS, INC., a Delaware corporation (“Borrower”), PROS HOLDINGS, INC., a Delaware corporation (“Holdings”), each of the Guarantors from time to time party hereto, the lenders from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), and TEXAS CAPITAL BANK, a Texas state bank, as Administrative Agent and L/C Issuer.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 31st, 2009 • Xstream Systems Inc • X-ray apparatus & tubes & related irradiation apparatus • Florida

This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made, entered into and effective as of the 1st day of November, 2006, by and between XStream Systems, Inc., a Delaware corporation (“XStream”), and Brian T. Mayo (“Executive”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG SEACOAST BANKING CORPORATION OF FLORIDA SEACOAST NATIONAL BANK PROFESSIONAL HOLDING CORP. AND PROFESSIONAL BANK
Restrictive Covenant Agreement • August 11th, 2022 • Professional Holding Corp. • National commercial banks • Florida

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 7, 2022 by and among Seacoast Banking Corporation of Florida, a Florida corporation (“SBC”), Seacoast National Bank, a national banking association and wholly-owned subsidiary of SBC (“SNB” and collectively with SBC, “Seacoast”), Professional Holding Corp., a Florida corporation (“Professional”), and Professional Bank, a Florida state-chartered bank and wholly-owned subsidiary of Professional (the “Bank” and collectively with Professional, the “Company”).

PURCHASE AND SALE AGREEMENT BY AND BETWEEN PHEASANT RUN APTS, LS, LIMITED PARTNERSHIP a Florida limited partnership AS SELLER AND KC PHEASANT ASSOCIATES, LLC, a Delaware limited liability company AS PURCHASER As of August 2, 2007
Purchase and Sale Agreement • August 8th, 2007 • Paladin Realty Income Properties Inc • Real estate investment trusts

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of August 2, 2007 (the “Effective Date”), by and between PHEASANT RUN APTS, LS, LIMITED PARTNERSHIP, LLC, a Florida limited partnership (the “Seller”) and KC PHEASANT ASSOCIATES, LLC, a Delaware limited liability company (“Purchaser”).

RECITALS:
Bankrate Inc • March 29th, 2002 • Services-business services, nec
ASSET PURCHASE AGREEMENT effective as of September 1, 2008 by and among Bankrate, Inc., LinkSpectrum Co., and Rafael David
Asset Purchase Agreement • September 11th, 2008 • Bankrate Inc • Services-business services, nec • Florida

This ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of September 1, 2008 (the “Effective Date”), by and among Bankrate, Inc., a Florida corporation (“Buyer”), LinkSpectrum Co., a North Carolina corporation (“Seller”), and Rafael David (“Shareholder” along with Buyer and Seller they are sometimes referred to individually as a “Party” and collectively as the “Parties”).

SECOND AMENDED AND RESTATED AGREEMENT FOR SALE AND PURCHASE
Agreement for Sale and Purchase • May 5th, 2020 • Florida

PURCHASE (this “Agreement”) is made as of August , 2010, by and among UNITED STATES SUGAR CORPORATION, a Delaware corporation (“Parent”), SBG FARMS, INC., a Florida corporation (“SBG”) and SOUTHERN GARDENS GROVES CORPORATION, a Florida corporation (“SGGC”) (collectively, “Selling Subsidiaries” and, together with Parent, individually and collectively, the “SELLER”), and the SOUTH FLORIDA WATER MANAGEMENT DISTRICT, a public corporation created under Chapter 373 of the Florida Statutes, as BUYER (together with its successors and assigns, “BUYER”). BUYER and each SELLER are referred to herein individually as a “Party” and collectively as the “Parties.” Each of the Parent and BUYER shall furnish to the other an original of this Agreement executed on its behalf promptly after execution.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • January 28th, 2020 • Professional Holding Corp. • National commercial banks • Florida

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into by and between Professional Holding Corp., a Florida corporation (the “Company”), and each Investor (each an “Investor” and collectively, the “Investors”) whose name appears on the signature page hereto and is made as of the date of the Company’s acceptance hereof (the “Acceptance Date”).

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • November 6th, 2017 • Sensus Healthcare, Inc. • Surgical & medical instruments & apparatus • Florida

This Restricted Stock Award Agreement (this “Agreement”) sets forth the terms of a Restricted Stock Award granted on __________________ (“Effective Date”) by Sensus Healthcare, Inc., a Delaware corporation (“Sensus”) to _________________________ (“Grantee”). Capitalized terms used but not defined in this Agreement have the meanings ascribed to them in the Plan (as defined below).

AGREEMENT AND PLAN OF MERGER Dated as of May 7, 2014 Between VALLEY NATIONAL BANCORP and 1ST UNITED BANCORP, INC.
Agreement and Plan of Merger • May 8th, 2014 • 1st United Bancorp, Inc. • State commercial banks • New Jersey

THIS AGREEMENT AND PLAN OF MERGER, dated as of May 7, 2014 (this “Agreement”), is among Valley National Bancorp, a New Jersey corporation and registered bank holding company (“Valley”) and 1st United Bancorp, Inc., a Florida corporation and registered financial holding company and bank holding company (“1st United”).

CAPITAL CONTRIBUTION AGREEMENT
Capital Contribution Agreement • July 17th, 2006 • IQ Micro Inc. • Wholesale-professional & commercial equipment & supplies • Florida

THIS CAPITAL CONTRIBUTION AGREEMENT (the “Agreement”) is made and entered into on June 9, 2005 by and among IQ MEDICAL CORP., a Colorado corporation (“IQMC”), and OSMOTEX USA, INC., a Florida corporation (“Osmotex”). IQMC and Osmotex are collectively referred to herein as the “Parties”.

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • January 6th, 2020 • Professional Holding Corp. • National commercial banks • Florida

This Restricted Stock Award Agreement (this “Agreement”) sets forth the terms of a Restricted Stock award granted on __________________ (the “Effective Date”) by Professional Holding Corp., a Florida corporation (the “Company”), to _________________________ (the “Participant”). Capitalized terms used but not defined in this Agreement have the meanings ascribed to them in the Professional Holding Corp. 2019 Equity Incentive Plan (the “Plan”).

GRANT AGREEMENT By and Between CITY OF PORT ST. LUCIE and WYNDCREST DD FLORIDA, INC. dated as of November 25, 2009
Grant Agreement • July 1st, 2011 • Digital Domain Media Group, Inc. • Services-motion picture & video tape production • Florida

This Grant Agreement (this “Agreement”), dated as of November 25, 2009 (the “Effective Date”), is made by and between City of Port St. Lucie, a Florida municipal corporation (“City”), by and through its City Council (the “Council”), and Wyndcrest DD Florida, Inc., a corporation organized under the laws of the State of Florida (“WDDF”).

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