Massachusetts Sample Contracts

Private Placement Subscription Agreement (February 21st, 2018)

the undersigned will, if requested by the Company, deliver to the Company a certificate or opinion of local counsel from the International Jurisdiction which will confirm the matters referred to in Sections 13(b), 13(c) and 13(d) above to the satisfaction of the Company, acting reasonably;

First Amendment of Lease (February 21st, 2018)

THIS FIRST AMENDMENT OF LEASE ("Agreement") is made and entered into as of January 26, 2018 by and between THIRTY-EIGHT SIDNEY STREET LIMITED PARTNERSHIP, a Delaware limited partnership ("Landlord"), and BLUEPRINT MEDICINES CORPORATION, a Delaware corporation ("Tenant").

Amendment to Employment Agreement (February 21st, 2018)

THIS AMENDMENT TO EMPLOYMENT AGREEMENT ("Amendment") is entered into by and between Stephen Kaufer ("Executive") and TripAdvisor, LLC, a Delaware limited liability company (the "Company"), and is effective as of November 28, 2017 (the "Effective Date").

Send Invoice To: (February 21st, 2018)

Cancellation: This Insertion Order may be cancelled by either party with the following number of business days written notice: twenty (20)

Keryx Biopharmaceuticals, Inc. – Employment Agreement Between Gregory P. Madison And (February 21st, 2018)
Ultragenyx Pharmaceutical Inc. – Contract (February 21st, 2018)
Keryx Biopharmaceuticals, Inc. – Product Manufacture and Supply and Facility Construction Agreement (February 21st, 2018)

This product manufacture and supply and facility construction agreement ("Agreement") is made and entered into on the date of last signature by and between BioVectra Inc., with its registered offices at 11 Aviation Avenue, Charlottetown, PEI, C1E 0A1, Canada ("BioVectra") and Keryx Biopharmaceuticals, Inc., with its offices at One Marina Park Drive, 12th floor, Boston, Massachusetts, USA, 02210 ("Keryx").

Bluebird Bio Inc. – Personal and Confidential (February 21st, 2018)

I am very pleased to provide you with a summary of the terms and conditions of your anticipated employment by bluebird bio, Inc. (the "Company"). The following outlines the terms and conditions of your offer of employment. We hope that you will help further build a meaningful company that helps the lives of many patients in need!

Inovalon Holdings, Inc. – Employment Agreement (February 21st, 2018)

This Agreement ("Agreement") is made and entered into as of November 14, 2017 by and between Inovalon Holdings, Inc., a Delaware corporation, with its principal office at 4321 Collington Road, Bowie, Maryland 20716 (including its affiliates and subsidiaries, "Employer" or "Inovalon"), and June D. Duchesne ("Employee" or "you"), whose home address is 15 Auburn Place, Brookline, Massachusetts 02446. Employee enters into this Agreement in connection with Employee's current acceptance of employment with Inovalon Holdings, Inc. or its subsidiary or affiliate, and any future transfer to or employment with Inovalon, Inc. or another of its subsidiaries or affiliates (depending on the circumstances, each an "Employer")." Each of Employer and Employee may also be referred to in this Agreement as a "party" or collectively as the "parties."

Ultragenyx Pharmaceutical Inc. – Lease Agreement (February 21st, 2018)

THIS LEASE AGREEMENT (this "Lease") is made this 2nd day of November, 2015, between ARE-MA REGION NO. 20, LLC, a Delaware limited liability company ("Landlord"), and DIMENSION THERAPEUTICS, INC., a Delaware corporation ("Tenant").

Ultragenyx Pharmaceutical Inc. – Riverside Technology Center Second Lease Amendment to the Lease Between Rivertech Associates Ii, Llc and Dimension Therapeutics, Inc. (February 21st, 2018)

This Second Lease Amendment (the "Second Amendment") entered into this 28th day of April, 2017 by and between Rivertech Associates II, LLC, a Massachusetts limited liability company with a principal address c/o The Abbey Group, 177 Huntington Avenue 24th Floor Boston, MA 02115 (herein the "Lessor"), and Dimension Therapeutics, Inc., with a business address at 840 Memorial Drive Cambridge, Massachusetts (herein the "Lessee"); with respect to a certain Lease dated March 11, 2014 (the "Original Lease") for certain office and laboratory space in the building at 840 Memorial Drive Cambridge, Massachusetts, as amended by a certain First Lease Amendment dated October 22, 2014 (the "First Amendment"); collectively referred to herein as the "Existing Lease").

Index to Note Purchase Agreement (February 21st, 2018)

TRUST INDENTURE AND MORTGAGE [ ], dated as of [ ] (this Trust Indenture), between UNITED AIRLINES, INC., a Delaware corporation (Owner), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the Mortgagee).

Ultragenyx Pharmaceutical Inc. – Collaboration and License Agreement (February 21st, 2018)

This COLLABORATION AND LICENSE AGREEMENT ("Agreement") is entered into as of June 18, 2014 ("Effective Date") by and between Dimension Therapeutics, Inc., a corporation organized under the laws of the State of Delaware, with offices at 1 Main Street, 13th Floor, Cambridge, MA 02142 ("Dimension"), and Bayer HealthCare LLC, a limited liability company organized under the laws of the State of Delaware, with offices at 455 Mission Bay Blvd South, San Francisco, CA 94158 ("Bayer"). Dimension and Bayer are hereinafter referred to individually as a "Party" and collectively as the "Parties."

Education Realty Operating Partnership L P – This Sixth Amended and Restated Credit Agreement Amends and Restates That Certain Fifth Amended and Restated Credit Agreement Dated November 19, 2014 (As Same Was Amended From Time to Time, the "Original Credit Agreement"), Entered Into Between Education Realty Operating Partnership, Lp, as Borrower, Keybank National Association, as Administrative Agent, Regions Bank, Pnc Bank, National Association, and Royal Bank of Canada, as Co-Documentation Agents, and Keybanc Capital Markets, Pnc Capital Markets Llc, Rbc Capital Markets and Regions Capital Markets, as Co-Bookrunners and Co-Lead Arrangers, (February 20th, 2018)

WHEREAS, the Borrower, KeyBank National Association and the other parties referenced above (the "Original Lenders") entered into the Original Credit Agreement wherein loans and other financial accommodations were extended to the Borrower; and

Registration Rights Agreement (February 20th, 2018)

This Registration Rights Agreement (this Agreement) is made and entered into as of February 20, 2018, among LENNAR CORPORATION, a Delaware corporation (the Company), and the other entities that are listed on the signature pages hereof (collectively with any entity that in the future executes a supplemental indenture pursuant to which such entity agrees to guarantee the Notes (as hereinafter defined), the Guarantors and, together with the Company, the Issuers), and CITIGROUP GLOBAL MARKETS INC., DEUTSCHE BANK SECURITIES INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, MIZUHO SECURITIES USA LLC, RBC CAPITAL MARKETS, LLC and WELLS FARGO SECURITIES, LLC as dealer managers (the Dealer Managers).

Sears Hometown And Outlet Store – GUARANTY AND SECURITY AGREEMENT By (February 20th, 2018)

GUARANTY AND SECURITY AGREEMENT dated as of February 16, 2018 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this "Agreement") made by (i) SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company having an office at 5500 Trillium Boulevard, Suite 501, Hoffman Estates, Illinois 60192, as lead borrower for itself and the other Borrowers (the "Lead Borrower"), (ii) THE OTHER BORROWERS LISTED ON THE SIGNATURE PAGES HERETO (together with the Lead Borrower, the "Original Borrowers") OR FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (the "Additional Borrowers," and together with the Original Borrowers, the "Borrowers"), and (iii) THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO (the "Original Guarantors") AND THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (the "Additional Guarantors," and together with the Original Guarantors, the "Guarantor

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 5.875% Senior Notes Due 2024 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 5.25% Senior Notes Due 2026 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

Everbridge, Inc. – STRICTLY CONFIDENTIAL Transaction Agreement BETWEEN UNIFIED MESSAGING SYSTEMS ASA AND EVERBRIDGE HOLDINGS LIMITED EVERBRIDGE, INC. (February 20th, 2018)

From the date of this Agreement and until the earlier of (a) completion of the Offer and (b) the termination of this Agreement, Target shall, and shall cause its subsidiaries to observe the following restrictions on their conduct save to the extent consistent with any action or matter fairly disclosed to the Offeror or its representatives prior to the entry into of this Agreement or required to be undertaken as a result of applicable law or as otherwise provided in this Agreement:

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 6.25% Senior Notes Due 2021 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 8.375% Senior Notes Due 2021 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

8,000,000 Shares of Common Stock Underwriting Agreement (February 20th, 2018)
LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 8.375% Senior Notes Due 2018 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 5.375% Senior Notes Due 2022 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

Sears Hometown And Outlet Store – TERM LOAN CREDIT AGREEMENT Dated as of February 16, 2018 Among SEARS AUTHORIZED HOMETOWN STORES, LLC, as the Lead Borrower for the Borrowers Named Herein (February 20th, 2018)
LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 6.625% Senior Notes Due 2020 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

LENNAR CORPORATION as Issuer, the GUARANTORS Party Hereto and THE BANK OF NEW YORK MELLON as Trustee INDENTURE Dated as of February 20, 2018 5.00% Senior Notes Due 2027 (February 20th, 2018)

INDENTURE, dated as of February 20, 2018 (this Indenture), among LENNAR CORPORATION (the Company), a Delaware corporation having its principal office at 700 N.W. 107th Avenue, Miami, Florida 33172, each of the GUARANTORS named herein and THE BANK OF NEW YORK MELLON, a New York banking corporation having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as trustee (the Trustee).

Restricted Stock Unit Agreement (February 16th, 2018)

This Restricted Stock Unit Agreement and the associated grant award information (the "Customizing Information"), which Customizing Information is provided in written form or is available in electronic form from the recordkeeper for the Iron Mountain Incorporated 2014 Stock and Cash Incentive Plan, as amended and in effect from time to time (the "Plan"), is made as of the date shown as the "Grant Date" in the Customizing Information (the "Grant Date") by and between Iron Mountain Incorporated, a Delaware corporation (the "Company"), and the individual identified in the Customizing Information (the "Recipient"). This instrument and the Customizing Information are collectively referred to as the "Restricted Stock Unit Agreement."

Spectra Energy Corp Phantom Stock Award Agreement (February 16th, 2018)

This Phantom Stock Award Agreement (the "Agreement") has been made as of , (the "Date of Grant") between Spectra Energy Corp, a Delaware corporation, with its principal offices in Houston, Texas (the "Company"), and ________ (the "Grantee").

Spectra Energy Corp Phantom Stock Award Agreement (February 16th, 2018)

This Phantom Stock Award Agreement (the "Agreement") has been made as of , (the "Date of Grant") between Spectra Energy Corp, a Delaware corporation, with its principal offices in Houston, Texas (the "Company"), and ________ (the "Grantee").

Spectra Energy Corp Phantom Stock Award Agreement (February 16th, 2018)

This Phantom Stock Award Agreement (the "Agreement") has been made as of , (the "Date of Grant") between Spectra Energy Corp, a Delaware corporation, with its principal offices in Houston, Texas (the "Company"), and ________ (the "Grantee").

Severance Agreement (February 16th, 2018)

This Agreement dated as of February 15, 2018 is by and between Chase Corporation, a Massachusetts corporation (the "Company"), and Kenneth J. Feroldi, (the "Executive").

Manufacturing Services Agreement (February 16th, 2018)

This Non-Exclusive Manufacturing Agreement (this "Agreement") is entered into by and between Kin Yat Industrial Company Limited, ("Kin Yat"), having offices at 7/F., Galaxy Factory Building, 25-27 Luk Hop Street, San Po Kong, Kowloon, Hong Kong, and iRobot Corporation, a Delaware corporation ("iRobot"), having its principal place of business at 8 Crosby Drive, Bedford, MA 01730. Kin Yat and iRobot are referred to herein as "Party" or "Parties".

License and Collaboration Agreement Between Alkermes Pharma Ireland Limited And (February 16th, 2018)

This License And Collaboration Agreement (the "Agreement") is entered into effective as of November 27, 2017 (the "Effective Date") by and between Alkermes Pharma Ireland Limited, a private limited company incorporated in Ireland (registered number 448848) whose registered address is Connaught House, 1 Burlington Road, Dublin 4, Ireland ("Alkermes"), and Biogen Swiss Manufacturing GmbH, a Swiss limited liability company with its principal office at Landis & Gyr Strasse 3, CHR-6300 Zug, Switzerland ("Biogen").

Separation Agreement (February 16th, 2018)

This Separation Agreement (the Agreement) dated as of February 15, 2018, is executed and entered into by and between Stephen A. Wynn (Executive) and Wynn Resorts, Limited, a Nevada corporation (the Company), and, solely for purposes of Section 3, Wynn Resorts Holdings, LLC, a Nevada limited liability company (Holdings). Throughout this Agreement, Executive and the Company may be referred to collectively as the parties.