Jones Day Sample Contracts

Contract (December 12th, 2018)
Mizuho Bank (Usa) Wells Fargo Securities, Llc (December 11th, 2018)
Amended and Restated 364-Day Term Loan Agreement (December 10th, 2018)

AMENDED AND RESTATED 364-DAY TERM LOAN AGREEMENT (this "Agreement"), dated as of December 4, 2018, among XCEL ENERGY INC., a Minnesota corporation (the "Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders"), and MUFG BANK, LTD., as administrative agent.

Dear Sir/Madam: The Purpose of This Letter Agreement (This Master Confirmation) Is to Confirm the Terms and Conditions of the Transactions to Be Entered Into From Time to Time Between [*] (Dealer) and SITE Centers Corp. (Party B) in Accordance With the Terms of the Sales Agency Financing Agreement, Dated as of December 7, 2018, Among [*], Dealer and Party B (The Sales Agency Financing Agreement) on the Trade Dates Specified Below (Collectively, the Transactions, and Each, a Transaction). Each Transaction Will Be Evidenced by a Supplemental Confirmation (Each, a Supplemental Confirmation, and E (December 7th, 2018)
Sales Agency Financing Agreement (December 7th, 2018)
RECEIVABLES PURCHASE AND SERVICING AGREEMENT 5 DECEMBER 2018 Between Ferro Spain S.A. (As Spanish Originator and Spanish Servicer) Vetriceramici-Ferro S.p.A. (As Italian Originator and Italian Servicer) Ferro Corporation (As Performance Guarantor) ING Belgique SA/NV (As Purchaser) and ING Belgique SA/NV (As Transaction Administrator) (December 6th, 2018)
Hd Supply Holdings Inc. – WHEREAS, Upon the Sixth Amendment Effective Date, Each Term Loan Lender (As Defined in the Credit Agreement) That Shall Have Executed and Delivered a Consent Attached as Exhibit a Hereto (A Consent) Under the Cashless Settlement Option (Each, a Cashless Option Lender) Shall Be Deemed to Have Consented to the Amendments (As Described in Section 1 of This Agreement and Shall Be Deemed to Have Converted All (Or Such Lesser Amount as the Administrative Agent May Allocate) of Such Term Loan Lenders Term B-3 Loans and/or Term B-4 Loans, as Applicable, for Term B-5 Loans (And Such Term B-3 Loans and/ (December 4th, 2018)

CREDIT AGREEMENT, dated as of April 12, 2012,2012 (as amended by the First Amendment to Credit Agreement, dated as of February 15, 2013, the Second Amendment to Credit Agreement, dated as of February 6, 2014, the Incremental Agreement No. 1, dated as of August 13, 2015, the Fourth Amendment to Credit Agreement, dated as of October 14, 2016, and the Fifth Amendment to Credit Agreement, dated as of August 31, 2017), among HD Supply, Inc. (together with its successors and assigns, the Borrower), the several banks and other financial institutions from time to time party to this Agreement (as further defined in subsection 1.1, the Lenders) and Bank of America, N.A., as administrative agent and collateral agent for the Lenders hereunder (in such capacities, respectively, the Administrative Agent and the Collateral Agent).

Joinder and Second Amendment to Third Amended and Restated Loan and Security Agreement (December 4th, 2018)

This JOINDER AND SECOND Amendment to THIRD AMENDED AND RESTATED Loan and Security Agreement (this "Agreement") is entered into as of November 30, 2018 by and among OLYMPIC STEEL, INC., an Ohio corporation ("Olympic Steel"), OLYMPIC STEEL LAFAYETTE, INC., an Ohio corporation ("Olympic Lafayette"), OLYMPIC STEEL MINNEAPOLIS, INC., a Minnesota corporation ("Olympic Minneapolis"), OLYMPIC STEEL IOWA, INC., an Iowa corporation ("Olympic Iowa"), OLY STEEL NC, INC., a Delaware corporation ("Oly NC"), IS Acquisition, Inc., an Ohio corporation ("IS Acquisition"), CHICAGO TUBE AND IRON COMPANY, a Delaware corporation ("Chicago Tube and Iron"), B METALS, INC., an Ohio corporation ("B Metals") (Olympic Steel, Olympic Lafayette, Olympic Minneapolis, Olympic Iowa, Oly NC, IS Acquisition, Chicago Tube and Iron and B Metals, collectively, "Existing Borrowers"), and MCI, INC., an Ohio corporation (the "Joining Borrower" and together with the Existing Borrowers, the "Borrowers"), BANK OF AMERICA, N.A.,

Table of Contents (November 29th, 2018)
Table of Contents (November 29th, 2018)

LINCOLN ELECTRIC HOLDINGS, INC., an Ohio corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, the Company), The Lincoln Electric Company, an Ohio corporation (Lincoln), Lincoln Electric International Holding Company, a Delaware corporation (International), J.W. Harris Co., Inc., an Ohio corporation (Harris), Lincoln Global, Inc., a Delaware corporation (Global), Techalloy, Inc., a Delaware corporation (Techalloy), and Wayne Trail Technologies, Inc., an Ohio corporation (Wayne and with the Company, Lincoln, International, Harris, Global and Techalloy, each an Obligor and, collectively, the Obligors) with State Farm Life Insurance Company, an Illinois corporation (State Farm) and each State Farm Affiliate (as defined herein) which becomes bound by this Agreement as provided herein (each, a Purchaser and, collectively, the Purchasers) as follows. Certain capitalized and other terms used in this Agreement are defined in Schedule A; and refe

Table of Contents (November 29th, 2018)
Contract (November 29th, 2018)
Contract (November 29th, 2018)
Contract (November 29th, 2018)
Contract (November 29th, 2018)
Incremental Facility Amendment (November 27th, 2018)
Mercantil Bank Holding Corp – Contract (November 26th, 2018)
Mercantil Bank Holding Corp – AMENDED AND RESTATED SEPARATION AND DISTRIBUTION AGREEMENT by and Between MERCANTIL SERVICIOS FINANCIEROS, C.A., and MERCANTIL BANK HOLDING CORPORATION Dated as of June 12, 2018 (November 16th, 2018)
Contract (November 16th, 2018)
Amendment No. 8 to Credit Agreement (November 15th, 2018)

This Amendment No. 8 to Credit Agreement (together with the consents executed and delivered in the form of Annex B hereto (the Consents), each of which Consent is deemed to be a part hereof, the Amendment) is entered into as of November 13, 2018 (and effective as of November 5, 2018) by and among Monitronics International, Inc., a Texas corporation (Borrower), Bank of America, N.A., individually and as administrative agent (in its capacity as administrative agent, the Administrative Agent), and certain lenders party hereto.

Amendment No. 8 to Credit Agreement (November 15th, 2018)

This Amendment No. 8 to Credit Agreement (together with the consents executed and delivered in the form of Annex B hereto (the Consents), each of which Consent is deemed to be a part hereof, the Amendment) is entered into as of November 13, 2018 (and effective as of November 5, 2018) by and among Monitronics International, Inc., a Texas corporation (Borrower), Bank of America, N.A., individually and as administrative agent (in its capacity as administrative agent, the Administrative Agent), and certain lenders party hereto.

Amendment Agreement No. 6 (November 13th, 2018)
Limited Guarantee (November 13th, 2018)
XCEL ENERGY INC. (A Minnesota Corporation) COMMON STOCK (PAR VALUE $2.50 PER SHARE) (November 13th, 2018)

Xcel Energy Inc., a Minnesota corporation (the "Company") and Morgan Stanley & Co. LLC ("Morgan Stanley") in its capacity as agent for the Forward Purchaser (as defined below) (the "Forward Seller"), at the request of the Company in connection with the Forward Sale Agreement (as defined below), confirm their respective agreements with the several underwriters named on Schedule I hereto (the "Underwriters") and the Forward Purchaser, with respect to (i) subject to Section 12 hereof, the sale by the Forward Seller, and the purchase by the Underwriters, acting severally and not jointly, of the respective number of shares of common stock, par value $2.50 per share, of the Company (the "Common Stock") set forth opposite its name under the heading "Number of Borrowed Firm Shares to be Purchased from Morgan Stanley," on Schedule I hereto (collectively, the "Borrowed Firm Shares") and (ii) the grant by the Forward Seller or the Company, as applicable, to the Underwriters, in each case acting s

AGREEMENT AND PLAN OF MERGER by and Among AGC NETWORKS PTE LTD., BBX MAIN INC., BBX INC., HOST MERGER SUB INC., and BLACK BOX CORPORATION Dated as of November 11, 2018 (November 13th, 2018)
Contract (November 6th, 2018)
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 25, 2018 Among NATIONAL FUEL GAS COMPANY the Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent BANK OF AMERICA, N.A., HSBC BANK USA, NATIONAL ASSOCIATION and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agents CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK BRANCH, CITIZENS BANK, N.A., KEYBANK NATIONAL ASSOCIATION, and U.S. BANK NATIONAL ASSOCIATION, as Co- Documentation Agents JPMORGAN CHASE BANK, N.A., as Advisor, Co-Bookrunner and Co-Lead Arranger HSBC BANK USA, NATIONAL ASSOCIATION, MERRILL LYN (October 31st, 2018)
Guarantee Agreement (October 30th, 2018)

Pursuant to that certain Master Repurchase Agreement, dated as of October 26, 2018 (as amended, supplemented or otherwise modified from time to time, the "Repurchase Agreement"), between Buyer and RCC Real Estate SPE 8, LLC, a Delaware limited liability company ("Seller"), Seller has agreed to sell, from time to time, to Buyer certain Eligible Assets (as defined in the Repurchase Agreement, upon purchase by Buyer, each a "Purchased Asset" and, collectively, the "Purchased Assets"), upon the terms and subject to the conditions as set forth therein. Pursuant to the terms of that certain Custodial Agreement dated October 26, 2018 (the "Custodial Agreement") by and among Buyer, Seller and Wells Fargo Bank, National Association (the "Custodian"), Custodian is required to take possession of the Purchased Assets, along with certain other documents specified in the Custodial Agreement, as Custodian of Buyer and any future purchaser, on several delivery dates, in accordance with the terms and

Amended and Restated Transaction Support Agreement (October 30th, 2018)

This Amended and Restated Transaction Support Agreement (together with the exhibits and schedules attached hereto, which include, without limitation, the Term Sheet (as defined below),(1) as each may be amended, restated, supplemented, or otherwise modified from time to time in accordance with the terms hereof, this Amended Agreement), dated as of October 30, 2018, is entered into by and among: (i) Ascent Capital Group, Inc. (Ascent) and Monitronics International, Inc. (together with its subsidiaries, Monitronics); (ii) the beneficial owners (or nominees, investment managers, advisors or subadvisors for the beneficial owners) (each, a Noteholder) of the 9.125% Senior Notes due 2020 (the Notes) issued pursuant to that certain Indenture dated as of March 23, 2012 (as amended, restated, modified, supplemented, or replaced from time to time in accordance with the terms thereof, the Notes Indenture), by and among Monitronics, the guarantors named thereunder, and U.S. Bank National Associa

UNCOMMITTED MASTER REPURCHASE AGREEMENT Dated as of October 26, 2018 Between RCC REAL ESTATE SPE 8, LLC, as Seller, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Buyer (October 30th, 2018)

MASTER REPURCHASE AGREEMENT, dated as of October 26, 2018, by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States ("Buyer") and RCC REAL ESTATE SPE 8, LLC ("Seller").

Nuveen Global Cities REIT, Inc. – CREDIT AGREEMENT Dated as of October 24, 2018 by and Among NUVEEN GLOBAL CITIES REIT OP, LP, as Borrower, NUVEEN GLOBAL CITIES REIT, INC., as Parent, THE FINANCIAL INSTITUTIONS PARTY HERETO, ANY FINANCIAL INSTITUTIONS JOINING UNDER SECTION 2.17 AND THEIR ASSIGNEES UNDER SECTION 13.5., as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent WELLS FARGO SECURITIES, LLC, as Sole Lead Arranger and Sole Bookrunner (October 30th, 2018)
Amended and Restated Transaction Support Agreement (October 30th, 2018)

This Amended and Restated Transaction Support Agreement (together with the exhibits and schedules attached hereto, which include, without limitation, the Term Sheet (as defined below),(1) as each may be amended, restated, supplemented, or otherwise modified from time to time in accordance with the terms hereof, this Amended Agreement), dated as of October 30, 2018, is entered into by and among: (i) Ascent Capital Group, Inc. (Ascent) and Monitronics International, Inc. (together with its subsidiaries, Monitronics); (ii) the beneficial owners (or nominees, investment managers, advisors or subadvisors for the beneficial owners) (each, a Noteholder) of the 9.125% Senior Notes due 2020 (the Notes) issued pursuant to that certain Indenture dated as of March 23, 2012 (as amended, restated, modified, supplemented, or replaced from time to time in accordance with the terms thereof, the Notes Indenture), by and among Monitronics, the guarantors named thereunder, and U.S. Bank National Associa

Amended and Restated Five-Year Credit Agreement (October 29th, 2018)
Heidrick & Struggles – SECTION 3.11. Disclosure 62 SECTION 3.12. No Default 62 SECTION 3.13. Liens 62 SECTION 3.14. Contingent Obligations 63 SECTION 3.15. Regulation U 63 SECTION 3.16. Anti-Corruption Laws and Sanctions 63 SECTION 3.17. EEA Financial Institutions 63 ARTICLE IV Conditions 63 SECTION 4.01. Effective Date 63 SECTION 4.02. Each Credit Event 65 SECTION 4.03. Designation of a Foreign Subsidiary Borrower 65 ARTICLE v Affirmative Covenants 66 SECTION 5.01. Financial Statements and Other Information 66 SECTION 5.02. Notices of Material Events 67 SECTION 5.03. Existence; Conduct of Business 68 SECTION 5.04. (October 29th, 2018)
Manitowoc Foodservice, Inc. – Contract (October 29th, 2018)