Illinois Sample Contracts

CarMax Auto Owner Trust 2018-2 – CARMAX AUTO OWNER TRUST 2018-2, as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX BUSINESS SERVICES, LLC, as Servicer SALE AND SERVICING AGREEMENT Dated as of April 1, 2018 (April 20th, 2018)

SALE AND SERVICING AGREEMENT, dated as of April 1, 2018 (as amended, supplemented or otherwise modified and in effect from time to time, this Agreement), among CARMAX AUTO OWNER TRUST 2018-2, a Delaware statutory trust (the Trust), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the Depositor), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (CarMax), as servicer (in such capacity, the Servicer).

Whirlpool Emea Finance S.A R.L. – WHIRLPOOL EMEA FINANCE S.A R.L., as Issuer WHIRLPOOL CORPORATION, as Parent, and U.S. BANK NATIONAL ASSOCIATION, as Trustee FORM OF INDENTURE Dated as of [] (April 20th, 2018)

THIS INDENTURE, dated as of [] between WHIRLPOOL EMEA FINANCE S.A R.L., a private limited liability company (societe a responsabilite limitee) organized under the laws of the Grand Duchy of Luxembourg having its registered office at 560A, rue de Neudorf, L-2220, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies register under number [] (the Issuer), WHIRLPOOL CORPORATION, a Delaware corporation and the indirect parent of the Issuer (Parent), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, (the Trustee),

MEMBERS Horizon Variable Separate Account – Consent of Independent Registered Public Accounting Firm (April 20th, 2018)

We consent to the use in this Post-Effective Amendment No. 2 to Registration Statement Nos. 333-207276 and 811-23092 of our report dated March 9, 2018, relating to the financial statements of MEMBERS Life Insurance Company (which report expresses an unqualified opinion and includes an emphasis-of-matter paragraph relating to MEMBERS Life Insurance Company being a member of a controlled group of affiliated companies and as such its results may not be indicative of those of a stand-alone entity) and to our report dated February 26, 2018, relating to the financial statements of MEMBERS Horizon Variable Separate Account, appearing in the Prospectus, which is a part of such Registration Statement.

CarMax Auto Owner Trust 2018-2 – CARMAX AUTO OWNER TRUST 2018-2, as Issuer, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated as of April 1, 2018 $276,000,000 2.30000% Class A-1 Asset-Backed Notes $472,790,000 2.73% Class A-2 Asset-Backed Notes $364,380,000 2.98% Class A-3 Asset-Backed Notes $108,530,000 3.16% Class A-4 Asset-Backed Notes $34,750,000 3.37% Class B Asset-Backed Notes $34,750,000 3.57% Class C Asset-Backed Notes $33,800,000 3.99% Class D Asset- Backed Notes (April 20th, 2018)

INDENTURE, dated as of April 1, 2018 (as amended, supplemented or otherwise modified and in effect from time to time, this Indenture), between CARMAX AUTO OWNER TRUST 2018-2, a Delaware statutory trust (the Issuer), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the Indenture Trustee).

Cco Holdings Llc – Cross-Reference Table* (April 20th, 2018)

NINTH SUPPLEMENTAL INDENTURE dated as of April 17, 2018 (the Supplemental Indenture) among Charter Communications Operating, LLC, a Delaware limited liability company (and any successor Person thereto, CCO), Charter Communications Operating Capital Corp., a Delaware corporation (Capital Corp and, together with CCO, the Issuers), CCO Holdings, LLC, a Delaware limited liability company (CCO Holdings), the subsidiary guarantors party hereto (together with CCO Holdings, the Note Guarantors) and The Bank of New York Mellon Trust Company, N.A., as trustee (and together with its successors in such capacity, the Trustee) and as Collateral Agent (and together with its successors in such capacity, the Collateral Agent).

April 1, 2016 (April 20th, 2018)

I am pleased to confirm our offer to you to become President and CEO, Honeywell Performance Materials & Technologies, located in Morris Plains, New Jersey, and reporting to Darius Adamczyk. In this position, you will become an Executive Officer of Honeywell. The effective date of your promotion will be April 4, 2016 ("Effective Date"), subject to the terms and conditions of this letter agreement ("Agreement").

Hyundai Auto Receivables Trust 2018-A – RECEIVABLES PURCHASE AGREEMENT Between HYUNDAI CAPITAL AMERICA, as Seller, and Hyundai ABS Funding, LLC, as Depositor Dated as of April 18, 2018 (April 19th, 2018)

Page ARTICLE I. Definitions 1 Section 1.01 Definitions 1 Section 1.02 Other Definitional Provisions 1 ARTICLE II. Conveyance of Receivables 2 Section 2.01 Conveyance of Receivables 2 Section 2.02 The Closing 3 ARTICLE III. Representations and Warranties 3 Section 3.01 Representations and Warranties of Depositor 3 Section 3.02 Representations and Warranties of Seller 4 ARTICLE IV. Conditions 7 Section 4.01 Conditions to Obligation of the Depositor 7 Section 4.02 Conditions to Obligation of the Seller 8 ARTICLE V. Covenants of the Seller 8 Section 5.01 Protection of Right, Title and Interest 8 Section 5.02 O

Fourth Supplemental Indenture (April 19th, 2018)

FOURTH SUPPLEMENTAL INDENTURE (this Fourth Supplemental Indenture), dated as of April 19, 2018, among Power Solutions International, Inc., a Delaware corporation (the Company), the Guarantors party hereto (the Guarantors) and The Bank of New York Mellon, as trustee (the Trustee), to the Indenture, dated as of April 29, 2015, as amended prior to the date hereof, among the Company, the Guarantors party thereto, and the Trustee (as amended, supplemented or otherwise modified from time to time, the Indenture).

Origin Bancorp, Inc. – Registration Rights Agreement (April 19th, 2018)

This Registration Rights Agreement (this "Agreement") is made as of this 9th day of November, 2012, by and among Community Trust Financial Corporation, a Louisiana corporation (the "Company"), the investors identified on the signature pages hereto and such other persons or entities that may become parties to this Agreement (collectively, the "Holders" and each individually a "Holder").

Credit Agreement (April 19th, 2018)

This CREDIT AGREEMENT (this "Agreement") is entered into as of April 13, 2018, among Adtalem Global Education Inc., a Delaware corporation ("Adtalem"), certain Subsidiaries of Adtalem party hereto pursuant to Section 2.17 (each a "Designated Borrower" and together with Adtalem, each a "Borrower" and collectively the "Borrowers"), each Lender from time to time party hereto and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.

Hyundai Auto Receivables Trust 2018-A – AMENDED AND RESTATED TRUST AGREEMENT Among HYUNDAI ABS FUNDING, LLC, as Depositor U.S. BANK TRUST NATIONAL ASSOCIATION, as Owner Trustee and HYUNDAI CAPITAL AMERICA, as Administrator Dated as of April 18, 2018 (April 19th, 2018)

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 18, 2018 (this "Agreement") is among HYUNDAI ABS FUNDING, LLC, a Delaware limited liability company, as depositor (the "Depositor"), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, acting hereunder not in its individual capacity but solely as owner trustee (the "Owner Trustee"), and HYUNDAI CAPITAL AMERICA, a California corporation, as administrator (the "Administrator").

Santander Drive Auto Receivables Trust 2018-2 – ADMINISTRATION AGREEMENT Between SANTANDER DRIVE AUTO RECEIVABLES TRUST 2018-2, as Issuer, SANTANDER CONSUMER USA INC., as Administrator and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee Dated as of April 18, 2018 (April 19th, 2018)

THIS ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this Agreement) dated as of April 18, 2018, is between SANTANDER DRIVE AUTO RECEIVABLES TRUST 2018-2, a Delaware statutory trust (the Issuer), SANTANDER CONSUMER USA INC., an Illinois corporation, as administrator (Santander Consumer or the Administrator), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the Indenture Trustee). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of April 18, 2018 (the Sale and Servicing Agreement) by and between Santander Drive Auto Receivables LLC, as seller, the Issuer, the Administrator, as servicer, and the Indenture Trustee.

Hyundai Auto Receivables Trust 2018-A – INDENTURE Between HYUNDAI AUTO RECEIVABLES TRUST 2018-A, as Issuer and CITIBANK, N.A. As Indenture Trustee Dated as of April 18, 2018 (April 19th, 2018)

Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 2 Section 1.01 Definitions 2 Section 1.02 Other Definitional Provisions 2 Section 1.03 Incorporation by Reference of Trust Indenture Act 3 ARTICLE II. THE NOTES 3 Section 2.01 Form 3 Section 2.02 Execution, Authentication and Delivery 4 Section 2.03 Temporary Notes 4 Section 2.04 Registration; Registration of Transfer and Exchange 5 Section 2.05 [Reserved] 7 Section 2.06 Mutilated, Destroyed, Lost or Stolen Notes 7 Section 2.07 Persons Deemed Note Owners 8 Section 2.08 Payment of Principal and Interest; Defaulted Interest 8 Section 2.09 Cancellation 9 Section 2.10 Book-Entry Notes 10 Section 2.11 Notices to Clearing Agency 10 Section 2.12 D

MFRI, Inc. – Limited Waiver, Consent and Seventh Amendment to Credit and Security Agreement (April 19th, 2018)

THIS LIMITED WAIVER, CONSENT AND SEVENTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this "Seventh Amendment") is entered into as of December 14, 2017, among PERMA-PIPE INTERNATIONAL HOLDINGS, INC., (PREVIOUSLY MFRI, INC.), a Delaware corporation (the "Company"), MIDWESCO FILTER RESOURCES, INC., a Delaware corporation ("Midwesco"), PERMA-PIPE, INC., a Delaware corporation ("Perma-Pipe"), MM NILES CORPORATION, a Delaware corporation ("MM Niles"), and PERMA-PIPE CANADA, INC., a Delaware corporation ("Perma-Pipe Canada") (each of the Company, Midwesco, Perma-Pipe, TC Niles, MM Niles, and Perma-Pipe Canada may be referred to herein individually, as a "US Borrower" and collectively, as "US Borrowers"), and PERMA-PIPE CANADA LTD., an Alberta corporation ("PP Canada Operating") (PP Canada Operating may be referred to herein as a "Canadian Borrower") and BANK OF MONTREAL, as lender ("Lender"). US Borrowers and Canadian Borrower may be referred to herein individually, as a "Borrower" and coll

Ford Credit Auto Lease Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT AUTO LEASE TRUST 2018-A, as Issuer FORD MOTOR CREDIT COMPANY LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of April 1, 2018 (April 19th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as April 1, 2018 (this Agreement), among FORD CREDIT AUTO LEASE TRUST 2018-A, a Delaware statutory trust, as Issuer, FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer.

Origin Bancorp, Inc. – Registration Rights Agreement (April 19th, 2018)

This Registration Rights Agreement (this "Agreement") is made as of this 9th day of November, 2012, by and among Community Trust Financial Corporation, a Louisiana corporation (the "Company"), the investors identified on the signature pages hereto and such other persons or entities that may become parties to this Agreement (collectively, the "Holders" and each individually a "Holder").

Santander Drive Auto Receivables Trust 2018-2 – PURCHASE AGREEMENT Dated as of April 18, 2018 Between SANTANDER CONSUMER USA INC., as Seller and SANTANDER DRIVE AUTO RECEIVABLES LLC, as Purchaser (April 19th, 2018)

THIS PURCHASE AGREEMENT is made and entered into as of April 18, 2018 (as amended, supplemented or otherwise modified and in effect from time to time, this Agreement) by SANTANDER CONSUMER USA INC., an Illinois corporation (Santander Consumer), and SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company (the Purchaser).

Ford Credit Auto Lease Trust 2018-A – 2018-A EXCHANGE NOTE SUPPLEMENT to SECOND AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT Dated as of July 22, 2005 as Amended and Restated as of December 1, 2015 Among CAB EAST LLC and CAB WEST LLC, as Borrowers, U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent, HTD LEASING LLC, as Collateral Agent and FORD MOTOR CREDIT COMPANY LLC, as Lender and as Servicer Dated as of April 1, 2018 (April 19th, 2018)

2018-A EXCHANGE NOTE SUPPLEMENT, dated as of April 1, 2018 (this Supplement), to the Second Amended and Restated Credit and Security Agreement, dated as of July 22, 2005, as amended and restated as of December 1, 2015 (the Credit and Security Agreement), among CAB EAST LLC, a Delaware limited liability company, and CAB WEST LLC, a Delaware limited liability company, as Borrowers, U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Administrative Agent and not in its individual capacity, HTD LEASING LLC, a Delaware limited liability company, as Collateral Agent, and FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Lender and as Servicer.

Santander Drive Auto Receivables Trust 2018-2 – SALE AND SERVICING AGREEMENT by and Among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2018-2, as Issuer SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller SANTANDER CONSUMER USA INC., as Servicer and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee Dated as of April 18, 2018 (April 19th, 2018)

SALE AND SERVICING AGREEMENT, dated as of April 18, 2018 (as amended, supplemented or otherwise modified and in effect from time to time, this Agreement), by and among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2018-2, a Delaware statutory trust (the Issuer), SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company, as seller (the Seller), SANTANDER CONSUMER USA INC., an Illinois corporation (Santander Consumer), as servicer (in such capacity, the Servicer), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the Indenture Trustee).

Santander Drive Auto Receivables Trust 2018-2 – ASSET REPRESENTATIONS REVIEW AGREEMENT SANTANDER DRIVE AUTO RECEIVABLES TRUST 2018-2, as Issuer and SANTANDER CONSUMER USA INC., as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of April 18, 2018 (April 19th, 2018)

This ASSET REPRESENTATIONS REVIEW AGREEMENT is made and entered into as of April 18, 2018 (this Agreement), by and between Santander Drive Auto Receivables Trust 2018-2, a Delaware statutory trust (the Issuer), Santander Consumer USA Inc., an Illinois corporation (SC, and in its capacity as sponsor, the Sponsor, and in its capacity as servicer, the Servicer), and Clayton Fixed Income Services LLC, a Delaware limited liability company (Clayton, and in its capacity as asset representations reviewer, the Asset Representations Reviewer).

Sears Hometown And Outlet Store – Amendment to Cash Incentive Agreement (April 19th, 2018)

I refer to your May 24, 2017 Cash Incentive Agreement. In paragraph 1 of your Cash Incentive Agreement, the references to "January 27, 2018" are hereby amended and changed to "May 5, 2018" and the references to "January Incentive" are hereby amended and changed to "May Incentive." Except for these amendments, the Cash Incentive Agreement continues in accordance with its May 24, 2017 terms without any waiver or amendment. This Amendment to Cash Incentive Agreement will be construed in accordance with the laws of Illinois for all purposes without regard to conflicts-of-law principles.

Sears Hometown And Outlet Store – Amendment No. 9 to Services Agreement December 15, 2017 (April 19th, 2018)

This is Amendment No. 9 to Services Agreement (this "Amendment") between Sears Holdings Management Corporation ("SHMC") and Sears Hometown and Outlet Stores, Inc. ("SHO"). This Amendment amends the Services Agreement between SHMC and SHO dated August 8, 2012, as amended (the "Services Agreement").

THERMOGENESIS Corp. – First Amended and Restated Revolving Credit Agreement (April 18th, 2018)

THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this "Agreement"), dated as of April 16, 2018 (the "Effective Date"), is made between CESCA THERAPEUTICS INC., a Delaware corporation ("Borrower"), and BOYALIFE ASSET HOLDING II, INC., an Illinois corporation (the "Lender") and the successor-in-interest by merger of Boyalife Investment Fund II, Inc. ("Predecessor"). This Agreement amends and restates that Revolving Credit Agreement, dated March 6, 2017, previously entered into by Borrower and Predecessor, as amended by Amendment No. 1 thereto dated September 13, 2017 (the "Prior Agreement").

CSAIL 2018-CX11 Commercial Mortgage Trust – CREDIT SUISSE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER and Natixis Real Estate Capital LLC, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of April 3, 2018 Series 2018-Cx11 (April 18th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), dated as of April 3, 2018, is between Credit Suisse Commercial Mortgage Securities Corp., a Delaware corporation, as purchaser (in such capacity, the "Purchaser"), and Natixis Real Estate Capital LLC, a Delaware limited liability company, as seller (the "Seller").

THERMOGENESIS Corp. – Contract (April 18th, 2018)

THE TRANSFER OF THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF IS SUBJECT TO RESTRICTIONS CONTAINED HEREIN. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAS BEEN ISSUED IN RELIANCE UPON THE REPRESENTATION OF LENDER THAT IT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TOWARDS THE RESALE OR OTHER DISTRIBUTION THEREOF. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO BORROWER THAT SUCH REGISTRATION IS NOT REQUIRED.

AGREEMENT AND PLAN OF MERGER BETWEEN QCR HOLDINGS, INC., AND SPRINGFIELD BANCSHARES, INC. April 17, 2018 (April 18th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (together with all exhibits and schedules, this Agreement) is entered into as of April 17, 2018, by and between QCR Holdings, Inc., a Delaware corporation (Acquiror), and Springfield Bancshares, Inc., a Missouri corporation (the Company).

CSAIL 2018-CX11 Commercial Mortgage Trust – CO-LENDER AGREEMENT Dated as of December 13, 2017 by and Between NATIXIS REAL ESTATE CAPITAL LLC (Initial Note A-1 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Initial Note A-2 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Initial Note B-1 Holder) and NATIXIS REAL ESTATE CAPITAL LLC (Initial Note B-2 Holder) 111 West Jackson (April 18th, 2018)

THIS CO-LENDER AGREEMENT (this "Agreement"), dated as of December 13, 2017, by and among NATIXIS REAL ESTATE CAPITAL LLC ("Natixis", in its capacity as initial owner of Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), NATIXIS REAL ESTATE CAPITAL LLC (in its capacity as initial owner of Note A-2, the "Initial Note A-2 Holder"), NATIXIS REAL ESTATE CAPITAL LLC (in its capacity as initial owner of Note B-1, the "Initial Note B-1 Holder"), and NATIXIS REAL ESTATE CAPITAL LLC (in its capacity as initial owner of Note B-2, the "Initial Note B-2 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note B-1 Holder the "Initial Note Holders").

Southwestern Public Svc Co – SUPPLEMENTAL AND RESTATED TRUST INDENTURE FROM NORTHERN STATES POWER COMPANY (A Wisconsin Corporation) TO FIRST WISCONSIN TRUST COMPANY TRUSTEE DATED March 1, 1991 SECURING FIRST MORTGAGE BONDS OF NORTHERN STATES POWER COMPANY (Restating, Amending and Supplementing the Trust Indenture Dated April 1, 1947, as Previously Supplemented Through March 1, 1988) (April 18th, 2018)

THIS SUPPLEMENTAL AND RESTATED TRUST INDENTURE, made as of March 1, 1991 by and between NORTHERN STATES POWER COMPANY, a corporation duly organized and existing under and by virtue of the laws of the State of Wisconsin, having its principal office in the city of Eau Claire, Wisconsin (the Company), the party of the first part, and FIRST WISCONSIN TRUST COMPANY, a corporation duly organized and existing under and by virtue of the laws of the State of Wisconsin, having its principal office in the City of Milwaukee, Wisconsin, as Trustee (the Trustee), party of the second part.

THERMOGENESIS Corp. – First Amended and Restated Revolving Credit Agreement (April 18th, 2018)

THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this "Agreement"), dated as of April 16, 2018 (the "Effective Date"), is made between CESCA THERAPEUTICS INC., a Delaware corporation ("Borrower"), and BOYALIFE ASSET HOLDING II, INC., an Illinois corporation (the "Lender") and the successor-in-interest by merger of Boyalife Investment Fund II, Inc. ("Predecessor"). This Agreement amends and restates that Revolving Credit Agreement, dated March 6, 2017, previously entered into by Borrower and Predecessor, as amended by Amendment No. 1 thereto dated September 13, 2017 (the "Prior Agreement").

THERMOGENESIS Corp. – Contract (April 18th, 2018)

THE TRANSFER OF THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF IS SUBJECT TO RESTRICTIONS CONTAINED HEREIN. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAS BEEN ISSUED IN RELIANCE UPON THE REPRESENTATION OF LENDER THAT IT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TOWARDS THE RESALE OR OTHER DISTRIBUTION THEREOF. THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO BORROWER THAT SUCH REGISTRATION IS NOT REQUIRED.

Change in Control Severance Agreement (April 18th, 2018)

THIS AGREEMENT, effective February 28, 2018, is made by and between KapStone Paper and Packaging Corporation, a Delaware corporation, and Wilbur Kessinger (the Employee).

CSAIL 2018-CX11 Commercial Mortgage Trust – Contract (April 18th, 2018)
CSAIL 2018-CX11 Commercial Mortgage Trust – Contract (April 18th, 2018)
Contract (April 18th, 2018)
CSAIL 2018-CX11 Commercial Mortgage Trust – CO-LENDER AGREEMENT Dated as of April 18, 2018 by and Between NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) and NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder) (April 18th, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of April 18, 2018 is by and between NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company ("Natixis"), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1 and Natixis, as the holder of Note A-2.