Louisiana Sample Contracts

Mr. Jeff Storey President and Chief Operating Officer CenturyLink, Inc. (May 25th, 2018)

We are very pleased to welcome you as the new President and Chief Executive Officer of CenturyLink, Inc. (CenturyLink or the Company). This offer letter (this Revised Letter) contains important information about the terms and conditions of our offer of employment as President and Chief Executive Officer and, effective May 23, 2018 (the Promotion Date), amends, restates, and supersedes the terms and conditions of your original offer letter, which was dated June 1, 2017 (the Original Letter). Please carefully review this Revised Letter, the CenturyLink, Inc. Executive Severance Plan (the CTL Executive Plan) and any other applicable plans or agreements. Also, please feel free to consult with your advisors and attorneys, and ask me any questions you may have.

Ford Credit Auto Owner Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT AUTO OWNER 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 May 1, 2018 (May 24th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of May 1, 2018 (this Agreement), among FORD CREDIT AUTO OWNER 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.

Cheniere Corpus Christi Holdings, LLC – AMENDED AND RESTATED COMMON SECURITY AND ACCOUNT AGREEMENT Among CHENIERE CORPUS CHRISTI HOLDINGS, LLC, as Company, CORPUS CHRISTI LIQUEFACTION, LLC, CHENIERE CORPUS CHRISTI PIPELINE, L.P., and CORPUS CHRISTI PIPELINE GP, LLC, as Guarantors, THE SENIOR CREDITOR GROUP REPRESENTATIVES PARTY HERETO AND THAT ACCEDE HERETO FROM TIME TO TIME, FOR THE BENEFIT OF ALL SENIOR CREDITORS, SOCIETE GENERALE, as Intercreditor Agent for the Facility Lenders and Any Hedging Banks, SOCIETE GENERALE, as Security Trustee, and MIZUHO BANK, LTD., as Account Bank, Dated as of May 22, 2018 (May 24th, 2018)

THIS AMENDED AND RESTATED COMMON SECURITY AND ACCOUNT AGREEMENT, dated as of May 22, 2018 (the Common Security and Account Agreement or this Agreement), is made among:

Cheniere Energy, Inc. – AMENDED AND RESTATED COMMON TERMS AGREEMENT FOR THE LOANS Among CHENIERE CORPUS CHRISTI HOLDINGS, LLC, as Borrower, CORPUS CHRISTI LIQUEFACTION, LLC, CHENIERE CORPUS CHRISTI PIPELINE, L.P. And CORPUS CHRISTI PIPELINE GP, LLC, as Guarantors, SOCIETE GENERALE, as the Term Loan Facility Agent on Behalf of Itself and the Term Lenders, THE BANK OF NOVA SCOTIA, as the Working Capital Facility Agent on Behalf of Itself and the Working Capital Lenders, Each Other Facility Agent That Is Party Hereto From Time to Time on Behalf of Itself and the Facility Lenders Under Its Facility Agreement and SOCIETE (May 24th, 2018)

This AMENDED AND RESTATED COMMON TERMS AGREEMENT FOR THE LOANS, dated as of May 22, 2018 (the Common Terms Agreement or this Agreement), is made among:

Cheniere Energy, Inc. – AMENDED AND RESTATED COMMON SECURITY AND ACCOUNT AGREEMENT Among CHENIERE CORPUS CHRISTI HOLDINGS, LLC, as Company, CORPUS CHRISTI LIQUEFACTION, LLC, CHENIERE CORPUS CHRISTI PIPELINE, L.P., and CORPUS CHRISTI PIPELINE GP, LLC, as Guarantors, THE SENIOR CREDITOR GROUP REPRESENTATIVES PARTY HERETO AND THAT ACCEDE HERETO FROM TIME TO TIME, FOR THE BENEFIT OF ALL SENIOR CREDITORS, SOCIETE GENERALE, as Intercreditor Agent for the Facility Lenders and Any Hedging Banks, SOCIETE GENERALE, as Security Trustee, and MIZUHO BANK, LTD., as Account Bank, Dated as of May 22, 2018 (May 24th, 2018)

THIS AMENDED AND RESTATED COMMON SECURITY AND ACCOUNT AGREEMENT, dated as of May 22, 2018 (the Common Security and Account Agreement or this Agreement), is made among:

Magenta Therapeutics, Inc. – Magenta Therapeutics, Inc. 2016 Stock Option and Grant Plan (May 24th, 2018)
SENIOR PRIORITY LIEN INTERCREDITOR AGREEMENT Dated as of May 23, 2018 Among JPMORGAN CHASE BANK, N.A., as RBL Facility Agent and Applicable First Lien Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Notes Facility Agent and Applicable Second Lien Agent, EP ENERGY LLC and THE SUBSIDIARIES OF EP ENERGY LLC NAMED HEREIN (May 24th, 2018)

This SENIOR PRIORITY LIEN INTERCREDITOR AGREEMENT (this Agreement) is dated as of May 23, 2018, among JPMORGAN CHASE BANK, N.A. (JPM), as the RBL Facility Agent and the Applicable First Lien Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION (Wilmington), as the Notes Facility Agent and the Applicable Second Lien Agent, EP Energy LLC (the Company), the Subsidiaries of the Company named herein, each Other First-Priority Lien Obligations Agent and each Other Second-Priority Lien Obligations Agent from time to time party hereto. Capitalized terms used but not defined in the preamble and the recitals to this Agreement have the meanings set forth in Section 1.01(b) below.

Carriage Services, Inc. 6.625% Senior Notes Due 2026 Purchase Agreement (May 24th, 2018)
FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Dated as of May 23, 2018 (May 24th, 2018)

THIS FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Agreement") is dated as of May 23, 2018, by and among CONN'S, INC., a Delaware corporation, as parent and guarantor ("Parent"), CONN APPLIANCES, INC., a Texas corporation ("CAI"), CONN CREDIT I, LP, a Texas limited partnership ("CCI"), and CONN CREDIT CORPORATION, INC., a Texas corporation ("CCCI", and together with CAI and CCI, each, a "Borrower" and collectively, the "Borrowers"), the financial institutions party to this Agreement from time to time as lenders (collectively, "Lenders"), and BANK OF AMERICA, N.A., a national banking association ("Bank of America"), as Administrative Agent and Collateral Agent for the Lenders (in such capacity, "Agent").

Cheniere Corpus Christi Holdings, LLC – AMENDED AND RESTATED COMMON TERMS AGREEMENT FOR THE LOANS Among CHENIERE CORPUS CHRISTI HOLDINGS, LLC, as Borrower, CORPUS CHRISTI LIQUEFACTION, LLC, CHENIERE CORPUS CHRISTI PIPELINE, L.P. And CORPUS CHRISTI PIPELINE GP, LLC, as Guarantors, SOCIETE GENERALE, as the Term Loan Facility Agent on Behalf of Itself and the Term Lenders, THE BANK OF NOVA SCOTIA, as the Working Capital Facility Agent on Behalf of Itself and the Working Capital Lenders, Each Other Facility Agent That Is Party Hereto From Time to Time on Behalf of Itself and the Facility Lenders Under Its Facility Agreement and SOCIETE (May 24th, 2018)

This AMENDED AND RESTATED COMMON TERMS AGREEMENT FOR THE LOANS, dated as of May 22, 2018 (the Common Terms Agreement or this Agreement), is made among:

EP ENERGY LLC and EVEREST ACQUISITION FINANCE INC. As Issuers and the Subsidiary Guarantors Party Hereto From Time to Time 7.750% Senior Secured Notes Due 2026 (May 24th, 2018)

INDENTURE, dated as of May 23, 2018, among EP ENERGY LLC, a Delaware limited liability company (together with its successors and assigns, Holdings), EVEREST ACQUISITION FINANCE INC., a Delaware corporation (together with its successors and assigns, the Co-Issuer and, together with Holdings, the Issuers), the Subsidiary Guarantors party hereto from time to time (as defined below) and Wilmington Trust, National Association, as trustee (the Trustee) and as collateral agent (the Notes Collateral Agent).

Earthstone Energy, Inc. – Third Amendment to Credit Agreement (May 23rd, 2018)

This THIRD AMENDMENT TO CREDIT AGREEMENT (this "Amendment") entered into on May [ ], 2018, is among EARTHSTONE ENERGY HOLDINGS, LLC, a Delaware limited liability company ("Borrower"), EARTHSTONE OPERATING, LLC, a Texas limited liability company ("EO"), EF NON-OP, LLC, a Texas limited liability company ("EF"), SABINE RIVER ENERGY, LLC, a Texas limited liability company ("Sabine"), EARTHSTONE LEGACY PROPERTIES, LLC, a Texas limited liability company ("ELP"), LYNDEN USA OPERATING, LLC, a Texas limited liability company ("LUO"), BOLD ENERGY III LLC, a Texas limited liability company ("BE") and BOLD OPERATING, LLC, a Texas limited liability company ("BO"), as guarantors (EO, EF, Sabine, ELP, LUO, BE and BO, each a "Guarantor" and collectively, the "Guarantors"); each Lender (defined below) who is a signatory hereto and BOKF, NA dba BANK OF TEXAS, a national banking association, as administrative agent ("Agent") for the Lenders. The party or parties are sometimes individually referred to

CNH Equipment Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT CNH EQUIPMENT TRUST 2018-A, as Issuing Entity and NEW HOLLAND CREDIT COMPANY, LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer (May 23rd, 2018)

This ASSET REPRESENTATIONS REVIEW AGREEMENT (this Agreement), entered into as of the 1st day of May 2018, by and among CNH EQUIPMENT TRUST 2018-A, a Delaware statutory trust (the Issuing Entity), NEW HOLLAND CREDIT COMPANY, LLC, a Delaware limited liability company (the Servicer) and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the Asset Representations Reviewer).

Aptinyx Inc. – Aptinyx Inc. 2015 Stock Option and Grant Plan (May 23rd, 2018)
Credit Agreement (May 23rd, 2018)

This CREDIT AGREEMENT dated as of May 22, 2018 (the "Agreement") is among (a) RDC Holdings Luxembourg S.a r.l., a Luxembourg private limited liability company (societe a responsabilite limitee), with its registered office at 48, Boulevard Grande-Duchesse Charlotte, L-1330 Luxembourg and registered with the Luxembourg Trade and Companies Register under number B 167.417 (the "Borrower"), Rowan Companies plc, an English public limited company (the "Parent"), (b) the Lenders and Issuing Lenders (each as defined below), and (c) Wells Fargo Bank, National Association, as Swingline Lender, an Issuing Lender, and as the Administrative Agent (each as defined below) for the Lenders.

FORM OF RESTRICTED STOCK AGREEMENT Qualified Retirement (May 22nd, 2018)

THIS RESTRICTED STOCK AGREEMENT (this Agreement) is made as of the effective date set forth on the attached notice of grant (the Grant Notice), between GROUP 1 AUTOMOTIVE, INC., a Delaware corporation (the Company), and the employee whose name is set forth on the Grant Notice (Employee).

COMM 2018-COR3 Mortgage Trust – Contract (May 22nd, 2018)
Gaming & Leisure Properties, Inc. – [Signature Page to Amendment No. 2 to the Credit Agreement] (May 22nd, 2018)

This CREDIT AGREEMENT is entered into as of October 28, 2013, as amended by Amendment No. 1 to the Credit Agreement dated July 31, 2015 (as further amended, restated, amended and restated, supplemented and otherwise modified from time to time, this Agreement), among GLP Financing, LLC, a Pennsylvania limited liability company (together with its successors, the Borrower), each Lender from time to time party hereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, together with its successors in such capacity, the Administrative Agent).

Viking Investments Group Inc – Restricted Stock Agreement (May 21st, 2018)

This Restricted Stock Agreement (this "Agreement") is entered into as of April 1, 2018 (the "Effective Date") by and between Viking Energy Group, Inc., a Nevada corporation (the "Company") and Timothy R. Swift (the "Grantee").

Viking Investments Group Inc – Employment Agreement (May 21st, 2018)

This Employment Agreement (this "Agreement") is entered into as of March 19, 2018 (the "Effective Date") by and between Viking Energy Group, Inc., a Nevada corporation (the "Company") and Timothy R. Swift (the "Employee").

Altice USA, Inc. – Master Separation Agreement (May 21st, 2018)

MASTER SEPARATION AGREEMENT, dated as of May 18, 2018, between Altice N.V., a Dutch public company with limited liability (naamloze vennootschap) (ANV) and Altice USA, Inc., a Delaware corporation (ATUS) (ANV and ATUS each a Party and together, the Parties).

Agree Realty Corporation – AGREE REALTY CORPORATION Shares of Common Stock (Par Value $0.0001 Per Share) EQUITY DISTRIBUTION AGREEMENT (May 18th, 2018)

Page SECTION 1 DESCRIPTION OF SECURITIES 1 SECTION 2 PLACEMENTS 7 SECTION 3 SALE OF SECURITIES 9 SECTION 4 SUSPENSION OF SALES 11 SECTION 5 REPRESENTATIONS AND WARRANTIES 11 SECTION 6 SALE AND DELIVERY; SETTLEMENT 29 SECTION 7 COVENANTS OF THE COMPANY AND THE OPERATING PARTNERSHIP 33 SECTION 8 PAYMENT OF EXPENSES 41 SECTION 9 CONDITIONS OF THE OBLIGATIONS OF THE AGENT, THE FORWARD SELLER AND THE FORWARD PURCHASER 41 SECTION 10 INDEMNIFICATION 44 SECTION 11 CONTRIBUTION 46 SECTION 12 REPRESENTATIONS, WARRANTIES AND AGREEMENTS TO SURVIVE DELIVERY 48 SECTION 13 TERMINATION OF AGREEMEN

Agree Realty Corporation – AGREE REALTY CORPORATION Shares of Common Stock (Par Value $0.0001 Per Share) EQUITY DISTRIBUTION AGREEMENT (May 18th, 2018)

Page SECTION 1 DESCRIPTION OF SECURITIES 1 SECTION 2 PLACEMENTS 4 SECTION 3 SALE OF SECURITIES 6 SECTION 4 SUSPENSION OF SALES 6 SECTION 5 REPRESENTATIONS AND WARRANTIES 6 SECTION 6 SALE AND DELIVERY; SETTLEMENT 23 SECTION 7 COVENANTS OF THE COMPANY AND THE OPERATING PARTNERSHIP 26 SECTION 8 PAYMENT OF EXPENSES 33 SECTION 9 CONDITIONS OF THE OBLIGATIONS OF THE MANAGER 34 SECTION 10 INDEMNIFICATION 36 SECTION 11 CONTRIBUTION 38 SECTION 12 REPRESENTATIONS, WARRANTIES AND AGREEMENTS TO SURVIVE DELIVERY 40 SECTION 13 TERMINATION OF AGREEMENT 40 SECTION 14

Charah Solutions, Inc. – Employment Agreement (May 18th, 2018)
CNH Equipment Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT CNH EQUIPMENT TRUST 2018-A, as Issuing Entity and NEW HOLLAND CREDIT COMPANY, LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer (May 18th, 2018)

This ASSET REPRESENTATIONS REVIEW AGREEMENT (this Agreement), entered into as of the 1st day of May 2018, by and among CNH EQUIPMENT TRUST 2018-A, a Delaware statutory trust (the Issuing Entity), NEW HOLLAND CREDIT COMPANY, LLC, a Delaware limited liability company (the Servicer) and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the Asset Representations Reviewer).

Smart Sand, Inc. – ASSET PURCHASE AGREEMENT by and Among (May 18th, 2018)

This Asset Purchase Agreement (this "Agreement"), dated as of May 8, 2018, is entered into by and among Quickthree Solutions Inc., a corporation existing under the laws of the Province of Saskatchewan ("Seller"), Quickthree Technology, LLC, a limited liability company existing under the laws of the State of Delaware ("Buyer"), certain shareholders of Seller who are listed on Schedule I attached hereto (the "Restricted Shareholders"), certain shareholders of Seller who are listed on Schedule II attached hereto (the "Majority Shareholders") and, solely with respect to Section 10.14, Smart Sand Inc., a corporation existing under the laws of the State of Delaware ("Parent").

Charah Solutions, Inc. – Employment Agreement (May 18th, 2018)
Charah Solutions, Inc. – Amended and Restated Employment Agreement (May 18th, 2018)
Access Midstream Partners L.P. – Support Agreement (May 17th, 2018)

THIS SUPPORT AGREEMENT, dated as of May 16, 2018 (this Agreement), is entered into by and between Williams Partners L.P., a Delaware limited partnership (WPZ), and Williams Gas Pipeline Company, LLC, a Delaware limited liability company (the Unitholder).

Access Midstream Partners L.P. – AGREEMENT AND PLAN OF MERGER Dated as of MAY 16, 2018 by and Among THE WILLIAMS COMPANIES, INC., SCMS LLC, WILLIAMS PARTNERS L.P., and WPZ GP LLC (May 17th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) dated as of May 16, 2018 (the Execution Date), is entered into by and among The Williams Companies, Inc., a Delaware corporation (Parent), SCMS LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (Merger Sub), Williams Partners L.P., a Delaware limited partnership (WPZ), and WPZ GP LLC, a Delaware limited liability company and the general partner of WPZ (WPZ General Partner).

AGREEMENT AND PLAN OF MERGER Dated as of MAY 16, 2018 by and Among THE WILLIAMS COMPANIES, INC., SCMS LLC, WILLIAMS PARTNERS L.P., and WPZ GP LLC (May 17th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) dated as of May 16, 2018 (the Execution Date), is entered into by and among The Williams Companies, Inc., a Delaware corporation (Parent), SCMS LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (Merger Sub), Williams Partners L.P., a Delaware limited partnership (WPZ), and WPZ GP LLC, a Delaware limited liability company and the general partner of WPZ (WPZ General Partner).

Landcadia Holdings, Inc. – Agreement and Plan of Merger (May 17th, 2018)

This Agreement and Plan of Merger (this "Agreement") is made and entered into as of May 16, 2018, by and among Landcadia Holdings, Inc., a Delaware corporation ("Landcadia"), Landcadia Merger Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Landcadia ("Merger Sub"), and Waitr Incorporated, a Louisiana corporation ("Waitr"). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 1.1 hereof or as otherwise defined elsewhere in this Agreement. Landcadia, Merger Sub and Waitr are referred to herein individually as a "Party" and collectively as the "Parties."

Ford Credit Auto Owner Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT AUTO OWNER 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 May 1, 2018 (May 17th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of May 1, 2018 (this Agreement), among FORD CREDIT AUTO OWNER 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.

SAILFISH ENERGY HOLDINGS Corp – Contract (May 16th, 2018)
CREDIT AGREEMENT SUPERIOR PIPELINE COMPANY, L.L.C., as Borrower BOKF, NA Dba BANK OF OKLAHOMA, as Administrative Agent and LC Issuer and CERTAIN FINANCIAL INSTITUTIONS, as Lenders BOKF, NA Dba BANK OF OKLAHOMA and BBVA COMPASS, as Joint-Lead Arrangers May 10, 2018 (May 16th, 2018)

THIS CREDIT AGREEMENT is made as of May 10, 2018, by and among SUPERIOR PIPELINE COMPANY, L.L.C., a Delaware limited liability company ("Borrower"), BOKF, NA dba BANK OF OKLAHOMA, as Administrative Agent and LC Issuer, and the Lenders referred to below.