Iowa Sample Contracts

Central Garden & Pet Co – TENTH SUPPLEMENTAL INDENTURE (August 2nd, 2019)

TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated effective as of June 29, 2019, by C & S Products Co., Inc., an Iowa corporation (the “Subsidiary Guarantor”), a direct subsidiary of Central Garden & Pet Company, a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee under the indenture referred to below (the “Trustee”).

Hni Corp – News Release (July 24th, 2019)

MUSCATINE, Iowa (July 24, 2019) – HNI Corporation (NYSE: HNI) today announced sales for the second quarter ended June 29, 2019 of $526.0 million and net income of $15.8 million. GAAP net income per diluted share was $0.36 compared to $0.42 in the prior year. Non-GAAP net income per diluted share was $0.38 compared to $0.44 in the prior year.

Hni Corp – News Release (July 12th, 2019)

The Board of Directors of HNI Corporation consists of eleven directors - ten independent outside directors and the Chief Executive Officer of the Corporation.

Renewable Energy Group, Inc. – AMENDMENT NO. 13 TO CREDIT AGREEMENT (July 11th, 2019)

THIS    AMENDMENT    NO.    13    TO    CREDIT    AGREEMENT (this "Amendment") is entered into as of July 9, 2019, by and among the Lenders identified on the signature pages hereof (such Lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, "Agent"), REG SERVICES GROUP, LLC, an Iowa limited liability company ("REG Services"), and REG MARKETING & LOGISTICS GROUP, LLC, an Iowa limited liability company ("REG Marketing"; together REG Services and REG Marketing are each referred to herein as a "Borrower", and jointly and severally as the "Borrowers").

Green Plains Inc. – NINTH AMENDMENT TO CREDIT AGREEMENT (July 1st, 2019)

This NINTH AMENDMENT TO CREDIT AGREEMENT (this “Ninth Amendment”) dated as of June 28, 2019 is among GREEN PLAINS GRAIN COMPANY LLC, a Delaware limited liability company (including in its capacity as successor by merger to Green Plains Essex Inc., an Iowa corporation, the “Borrower”), the Lenders party to the Credit Agreement (as defined below) and BNP PARIBAS, as Administrative Agent.  Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the Credit Agreement.

Green Plains Inc. – SIDE LETTER AGREEMENT (May 9th, 2019)

This Side Letter Agreement (this “Agreement”)  is entered into by and among Green Plains, Inc., an Iowa corporation (“GPRE”), its wholly owned subsidiary Green Plains II LLC, a Delaware limited liability company (“GPRE Holding Company”), and Kenneth M. Simril, an individual (“Executive”), effective as of this 22nd day of October 2018, concurrent with the Company’s and Executive’s entry into the Executive Employment Agreement, dated this 22nd day of October.

Newlink Genetics Corp – LICENSE AGREEMENT AMENDMENT (May 8th, 2019)

Inasmuch as NewLink Genetics Corporation of Ames, Iowa, and the Medical College of Georgia Research Institute of Augusta Georgia, have a valid and existing License Agreement related to the use of Indoleamine-2,3-Dioxygenase and its Inhibitors in Immuno-regulation (MCG case # 007-98, 011-98, 011-02, 003-03, 009-03) dated September 13, 2005;

United Fire Group Inc – United Fire Group, Inc. Reports First Quarter 2019 Results (May 8th, 2019)

United Fire Group, Inc. (the "Company" or "UFG") (Nasdaq: UFCS) today reported consolidated net income, including net realized investment gains and losses and changes in the fair value of equity securities, of $44.5 million ($1.74 per diluted share) for the three-month period ended March 31, 2019 (the "first quarter of 2019"), compared to a consolidated net income of $45.8 million ($1.80 per diluted share) for the same period in 2018(4).

Newlink Genetics Corp – Contract (May 8th, 2019)

THIS LICENSE AGREEMENT is made and entered into as of this 13 day of September, 2005, by and between the MEDICAL COLLEGE OF GEORGIA RESEARCH INSTITUTE, INC., a nonprofit Georgia corporation with offices located in the Medical College of Georgia, 1462 Laney Walker Blvd, Room CA-2125, Augusta, Georgia 30912-4810 (hereinafter referred to as “MCGRI”) and NEWLINK GENETICS CORPORATION, a Delaware corporation with corporate headquarters located at 2901 South Loop Drive Suite 3900, Ames, Iowa 50010 (hereinafter referred to as “LICENSEE”).

Newlink Genetics Corp – LICENSE AGREEMENT AMENDMENT (May 8th, 2019)

Inasmuch as NewLink Genetics Corporation of Ames, Iowa, and the Medical College of Georgia Research Institute of Augusta Georgia, have a valid and existing License Agreement related to the use of Indoleamine-2,3-Dioxygenase and its Inhibitors in Immuno-regulation (MCG case # 007-98, 011-98, 011-02, 003-03, 009-03) dated September 13, 2005;

MidWestOne Financial Group, Inc. – AGREEMENT AND PLAN OF MERGER (May 1st, 2019)

THIS FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of April 30, 2019, between ATBancorp, an Iowa corporation (the “Company”), and MidWestOne Financial Group, Inc., an Iowa corporation (“Acquiror”).

Hni Corp – News Release (April 22nd, 2019)

MUSCATINE, Iowa (April 22, 2019) – HNI Corporation (NYSE: HNI) today announced sales for the first quarter ended March 30, 2019 of $479.5 million and net income of $1.0 million. GAAP net income per diluted share was $0.02 compared to $0.06 in the prior year. Non-GAAP net income per diluted share was $0.02 compared to $0.10 in the prior year. GAAP to non-GAAP reconciliations follow the financial statements in this release.

MEMBERS Life Insurance Co – THE VANGUARD GROUP, INC. AMENDMENT TO PARTICIPATION AGREEMENT (April 18th, 2019)

THIS AMENDMENT TO PARTICIPATION AGREEMENT (this “Amendment”), made as of this 5th day of October, 2018, is by and among VANGUARD VARIABLE INSURANCE FUND (hereinafter the “Fund”), a Delaware business trust, THE VANGUARD GROUP, INC. (hereinafter the “Sponsor”), a Pennsylvania corporation, VANGUARD MARKETING CORPORATION (hereinafter the “distributor”), a Pennsylvania corporation, and MEMBERS LIFE INSURANCE COMPANY (hereinafter the “Company”), an Iowa corporation, on its own behalf and on behalf of each segregated asset account of the Company named in Schedule A to the Agreement as it may have been amended from time to time (each Account together with the above-named parties, the “parties”).

Athene Annuity & Life Co – AMENDED AND RESTATED TAX ALLOCATION AGREEMENT (April 1st, 2019)

WHEREAS, Parent, AAIA, STAR, AUSAIV, ALICNY, AANY, Investors Insurance Corporation, a Delaware corporation ("/IC'), Aviva Re Iowa, Inc., an Iowa corporation ("Aviva Re"), Aviva Re Iowa II, Inc., an Iowa corporation ("Aviva Re Ir'), Aviva Re Iowa III, Inc., an Iowa corporation ("Aviva Re Ilr'), Aviva Re USA II, Inc., a Vermont corporation ("AUSA/r'), Aviva Re USA III, Inc., a Vermont corporation ("AUSAIIr'), and Aviva Re USA VI, Inc., a Vermont corporation ("A USAVr'), are parties to a Tax Allocation Agreement entered into as of October 2, 2013 (the "Original Agreement"); and

Athene Annuity & Life Co – NET WORTH MAINTENANCE AGREEMENT (April 1st, 2019)

This Net Worth Maintenance Agreement (this “Agreement”) is made effective as of the 1st day of October, 2013 (the “Effective Date”), by and between Athene Holding Ltd., an exempt corporation formed under the laws of the country of Bermuda (“Athene Holding”), for the benefit of Aviva Life and Annuity Company, an Iowa domiciled life insurance company (“ALAC”).

Athene Annuity & Life Co – UNDERWRITING AND DISTRIBUTION AGREEMENT (April 1st, 2019)

This Agreement is entered into on this [day] day of [month], [year] (“Effective Date”), by and among Athene Annuity and Life Company (“Athene Annuity”), a life insurance company organized under the laws of the State of Iowa, and Athene Securities, LLC ("Underwriter"), a corporation organized under the laws of the State of Indiana.

TRANS LUX Corp – FORBEARANCE AGREEMENT TO CREDIT AND SECURITY AGREEMENT (March 6th, 2019)

THIS FORBEARANCE AGREEMENT TO CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of March 1, 2019, and effective as of February 28, 2019, is made and entered into by and among CNH FINANCE FUND I, L.P., a Delaware limited partnership (formerly known as SCM Specialty Finance Opportunities Fund, L.P.) (“Lender”), and TRANS-LUX CORPORATION, a Delaware corporation (“Trans-Lux Corp.”), TRANS-LUX DISPLAY CORPORATION, a Delaware corporation, TRANS-LUX MIDWEST CORPORATION, an Iowa corporation, TRANS-LUX ENERGY CORPORATION, a Connecticut corporation (collectively, “Borrowers”).

Athene Holding Ltd – FIRST AMENDMENT TO CREDIT AGREEMENT (February 27th, 2019)

This First Amendment to Credit Agreement, dated as of June 29, 2016 (this “Amendment”), is made by and among ATHENE HOLDING LTD., an exempted company incorporated under the laws of Bermuda (“AHL”), ATHENE LIFE RE LTD., an exempted company incorporated under the laws of Bermuda (“Athene Life Re”), ATHENE USA CORPORATION, an Iowa corporation (“AUSA”, together with AHL and Athene Life Re, collectively, the “Borrowers” and individually, each a “Borrower”), the Lenders party hereto, and CITIBANK, N.A., as administrative agent for the Lenders under the Credit Agreement defined below (in such capacity, the “Administrative Agent”).

Hni Corp – News Release (February 25th, 2019)

MUSCATINE, Iowa (February 25, 2019) – HNI Corporation (NYSE: HNI) today announced sales for the full year ended December 29, 2018 of $2,258 million and net income of $93 million. GAAP net income per diluted share was $2.11 compared to $2.00 in the prior year. Non-GAAP net income per diluted share was $2.41 compared to $1.97 in the prior year.

Green Plains Partners LP – THIRD AMENDMENT TO THE OMNIBUS AGREEMENT (February 20th, 2019)

This Third Amendment (this “Third Amendment”) to the Omnibus Agreement (as amended, the “Omnibus Agreement”) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company” and collectively with the Partnership and the General Partner, the “Partnership Parties”), is entered into on November 15, 2018, and dated  effective as of November 15, 2018.

United Fire Group Inc – United Fire Group, Inc. Reports Fourth Quarter and Year End 2018 Results (February 20th, 2019)

United Fire Group, Inc. (the “Company” or "UFG") (Nasdaq: UFCS) today reported consolidated net loss, including net realized investment gains and losses, of $29.3 million ($1.17 per diluted share) for the three-month period ended December 31, 2018 (the "fourth quarter"), compared to consolidated net income of $46.0 million ($1.81 per diluted share) for the same period in 2017. For the year ended December 31, 2018 (the "full year"), consolidated net income, including investment gains and losses, was $27.7 million ($1.08 per diluted share) compared to $51.0 million ($1.99 per diluted share) for the same period in 2017.

Green Plains Partners LP – AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (February 20th, 2019)

THIS AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of November 15, 2018 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”).  GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”

Green Plains Inc. – THIRD AMENDMENT TO THE OMNIBUS AGREEMENT (February 20th, 2019)

This Third Amendment (this “Third Amendment”) to the Omnibus Agreement (as amended, the “Omnibus Agreement”) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company” and collectively with the Partnership and the General Partner, the “Partnership Parties”), is entered into on November 15, 2018, and dated  effective as of November 15, 2018.

Green Plains Inc. – AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (February 20th, 2019)

THIS AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of November 15, 2018 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”).  GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”

Winnebago Industries Inc – Subject to the other terms set forth herein, as of the Amendment No. 4 Effective Date, the Aggregate Commitment is $165,000,000. (d) The definition of “FCCR Test Period” set forth in Section 1.01 of the Credit Agreement is hereby amended to replace the figure “$12,500,000” with the figure “$16,500,000” each time such figure appears therein. (e) The definition of “Monthly Reporting Period” set forth in Section 1.01 of the Credit Agreement is hereby amended to replace the figure “$40,000,000” with the figure “$50,000,000”. (f) The definition of “Payment Condition” set forth in Section 1.01 of th (December 20th, 2018)
MEMBERS Life Insurance Co – DECLARED RATE ACCOUNT ALLOCATION OPTION ENDORSEMENT (December 19th, 2018)

This endorsement is part of the contract to which it is attached and it is effective upon the Contract Issue Date. Should any provision of this endorsement conflict with the contract, the provisions of this endorsement will prevail.

MEMBERS Life Insurance Co – GUARANTEED LIFETIME WITHDRAWAL BENEFIT RIDER (December 19th, 2018)

This Rider provides a guaranteed lifetime withdrawal benefit (“GLWB”) during the life of the Covered Person(s) while this Rider is in effect.

MEMBERS Life Insurance Co – CONTRACT NUMBER: [123456789] (December 19th, 2018)

This contract is issued to the Owner in consideration of the application and the Purchase Payment. MEMBERS Life Insurance Company will pay the benefits of this contract, subject to its terms and conditions, which will never be less than the amount required by the state law in which the contract is delivered.

RREEF Property Trust, Inc. – ENVIRONMENTAL INDEMNITY AGREEMENT (December 12th, 2018)

This Environmental Indemnity Agreement (this “Agreement”) is made as of the 6th day of December, 2018 (the “Effective Date”), by the Environmental Obligor, in favor of TRANSAMERICA PREMIER LIFE INSURANCE COMPANY, an Iowa corporation, and its successors and assigns (the “Lender”). The “Environmental Obligor” is RPT WALLINGFORD PLAZA, LLC, a Delaware limited liability company (also referred to herein as the “Borrower”).

RREEF Property Trust, Inc. – SECURED PROMISSORY NOTE (December 12th, 2018)

FOR VALUE RECEIVED, the undersigned, RPT WALLINGFORD PLAZA, LLC, a Delaware limited liability company (the “Borrower”), whose address is c/o DWS, RREEF Management LLC, 101 California Street, 24th Floor, San Francisco, California 94111, promises to pay Six Million Nine Hundred Fifty Thousand Dollars ($6,950,000), together with interest according to the terms of this Secured Promissory Note (this “Note”), to the order of TRANSAMERICA PREMIER LIFE INSURANCE COMPANY, an Iowa corporation (together with its successors and assigns, the “Lender”), whose address is c/o AEGON USA Realty Advisors, LLC, 6300 C Street SW, MS 3B-CR, Cedar Rapids, Iowa 52499. Capitalized terms used but not defined in this Note shall have the meanings assigned to them in the Deed of Trust, as defined in Section 12 below.

Hni Corp – HNI Corporation 600 East Second Street, Muscatine, Iowa 52761, Tel 563 272 7400, Fax 563 272 7347, www.hnicorp.com News Release For Information Contact: Marshall H. Bridges, Senior Vice President and Chief Financial Officer (563) 272-7400 Jack D. Herring, Treasurer, Director of Finance and Investor Relations (563) 506-9783 HNI CORPORATION ANNOUNCES NEW CHAIRMAN OF BOARD OF DIRECTORS MUSCATINE, Iowa (November 7, 2018) – HNI Corporation (NYSE: HNI) announced today the retirement of Stan A. Askren from its Board of Directors effective December 31, 2018 and the election of Larry B. Porcellato to a (November 9th, 2018)
Jmp Group Llc – THIRD AMENDMENT TO OFFICE LEASE (November 9th, 2018)

THIS THIRD AMENDMENT TO OFFICE LEASE (this “Amendment”), dated as of October 31, 2018 (the “Effective Date”), is entered into by and between TRANSAMERICA PYRAMID PROPERTIES, LLC, an Iowa limited liability company (“Landlord”), and JMP GROUP INC., a Delaware corporation (“Tenant”). Capitalized terms used in this Amendment without definition shall have the meaning ascribed to such terms in the Lease (as defined below).

United Fire Group Inc – United Fire Group, Inc. Reports Third Quarter 2018 Results (November 7th, 2018)

United Fire Group, Inc. (the "Company" or "UFG") (Nasdaq: UFCS) today reported consolidated net income, including net realized investment gains and losses and changes in the fair value of equity securities, of $11.1 million ($0.43 per diluted share) for the three-month period ended September 30, 2018 (the "third quarter"), compared to a consolidated net loss of $17.9 million ($0.72 per diluted share) for the same period in 2017. For the nine-month period ended September 30, 2018 ("year-to-date"), consolidated net income, including realized investment gains and losses and changes in the fair value of equity securities, was $57.0 million ($2.23 per diluted share), compared to $5.0 million ($0.20 per diluted share) for the same period in 2017.

Ipg Photonics Corp – IPG PHOTONICS ANNOUNCES AGREEMENT TO ACQUIRE GENESIS SYSTEMS GROUP Genesis a leader in the integration of robotic welding and automation solutions (November 5th, 2018)

OXFORD, Mass. – November 5, 2018 - IPG Photonics Corporation (NASDAQ: IPGP) today announced that it has signed a definitive agreement to acquire privately held Genesis Systems Group (Genesis), a leader in the integration of robotic welding and automation solutions. The transaction has been approved by the Board of Directors of each company. Subject to satisfaction of customary closing conditions, including regulatory approval, the transaction is expected to close in the fourth quarter of 2018.

Symetra Life Insurance Co – UNDERWRITING AGREEMENT (October 31st, 2018)

THIS AGREEMENT, is entered into on this [DAY] day of [MONTH], [YEAR] (“Effective Date”) [NOTE: THIS SHOULD BE THE EFFECTIVE DATE OF REGISTRATION STATEMENT], by and among SYMETRA LIFE INSURANCE COMPANY (“Symetra Life”), a life insurance company organized under the laws of the State of Iowa, and SYMETRA SECURITIES, INC. ("Underwriter"), a corporation organized under the laws of the State of Washington.