Nebraska Sample Contracts

Citigroup Commercial Mortgage Trust 2018-C5 – CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and CANTOR COMMERCIAL REAL ESTATE LENDING, L.P., SELLER MORTGAGE LOAN PURCHASE AGREEMENT (June 21st, 2018)

This Mortgage Loan Purchase Agreement ("Agreement"), dated as of June 1, 2018, is between Citigroup Commercial Mortgage Securities Inc., a Delaware corporation, as purchaser (the "Purchaser"), and Cantor Commercial Real Estate Lending, L.P., a Delaware limited partnership, as seller (the "Seller").

Oaktree Real Estate Income Trust, Inc. – Distribution Reinvestment Plan (June 14th, 2018)

This Distribution Reinvestment Plan (the Plan) is adopted by Oaktree Real Estate Income Trust, Inc. (the Company) pursuant to its Articles of Amendment and Restatement (as amended, restated or otherwise modified from time to time, the Charter). Unless otherwise defined herein, capitalized terms shall have the same meaning as set forth in the Charter.

Release Agreement (June 12th, 2018)

This Release Agreement (the "Agreement"), by and between Internap Corporation (the "Company") and Robert Dennerlein ("You" or "Your") (the Company and You collectively referred to as the "Parties") is entered into and effective as of June 11, 2018 (the "Effective Date").

AdCare Health Systems, Inc. – Non-Competition Agreement (June 12th, 2018)

THIS AGREEMENT is made by and between MiMedx Group, Inc., (the "Company") and Name ("Employee"). In consideration of the employment or continued employment of the Employee and the salary and other remuneration and benefits paid by the Company to the Employee while Employee is employed by the Company, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties agree:

Patrick Industries, Inc. – SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 5, 2018 by and Among PATRICK INDUSTRIES, INC., as Borrower, the Lenders Referred to Herein, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Lender, WELLS FARGO SECURITIES, LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, and KEYBANC CAPITAL MARKETS INC., as Joint Lead Arrangers and Joint Bookrunners (June 11th, 2018)

SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 5, 2018, by and among PATRICK INDUSTRIES, INC., an Indiana corporation (the "Borrower"), the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof (collectively with the lenders party hereto, the "Lenders") and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

Voting Agreement (June 11th, 2018)

This VOTING AGREEMENT dated as of June 10, 2018 (this Agreement) is made and entered into among Gebr. Knauf KG, a limited partnership (Kommanditgesellschaft) organized under the laws of Germany (Parent), World Cup Acquisition Corporation, a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (Merger Sub), and Berkshire Hathaway Inc., a Delaware corporation (the Stockholder), on behalf of itself and its subsidiaries listed on Exhibit A (together with the Stockholder, the Stockholder Entities), in the Stockholder Entities capacity as stockholders of USG Corporation, a Delaware corporation (the Company). Parent, Merger Sub and the Stockholder are referred to in this Agreement individually as a Party and collectively as the Parties.

Agreement and Plan of Merger Among Gebr. Knauf Kg, World Cup Acquisition Corporation and Usg Corporation Dated as of June 10, 2018 (June 11th, 2018)

This AGREEMENT AND PLAN OF MERGER dated as of June 10, 2018 (this Agreement) is made and entered into among Gebr. Knauf KG, a limited partnership (Kommanditgesellschaft) organized under the laws of Germany (Parent), World Cup Acquisition Corporation, a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (Merger Sub), and USG Corporation, a Delaware corporation (the Company). Parent, Merger Sub and the Company are referred to in this Agreement individually as a Party and collectively as the Parties.

[Signature Page to Amendment No. 1] (June 8th, 2018)

JUNIOR LIEN INTERCREDITOR AGREEMENT dated as of [____], 20[_], among JPMORGAN CHASE BANK, N.A. ("JPMorgan"), as First Lien Collateral Agent, U.S. BANK NATIONAL ASSOCIATION, as Initial Other First-Priority Collateral Agent, and [*], as Second Lien Collateral Agent [and Second Lien Trustee].

ADDvantage Technologies Group, Inc. – Amendment Ten to Amended and Restated Revolving Credit and Term Loan Agreement (June 4th, 2018)

This Amendment Ten to Amended and Restated Revolving Credit and Term Loan Agreement ("Amendment") is dated as of May 31, 2018 ("Effective Date"), between ADDVANTAGE TECHNOLOGIES GROUP, INC., an Oklahoma corporation ("Borrower") and BOKF, NA dba BANK OF OKLAHOMA ("Lender").

Francesca's Holdings Corporatio – CREDIT AGREEMENT Dated as of May 25, 2018 Among FRANCESCA'S HOLDINGS CORPORATION and Its Subsidiaries Party Hereto, the Lenders Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Sole Bookrunner and Sole Lead Arranger ASSET BASED LENDING (May 30th, 2018)

Page ARTICLE 1 Definitions 1 Section 1.01 Defined Terms 1 Section 1.02 Classification of Loans and Borrowings 36 Section 1.03 Terms Generally 36 Section 1.04 Accounting Terms; GAAP 37 Section 1.05 Status of Obligations 37 ARTICLE 2 The Credits 37 Section 2.01 Commitments 37 Section 2.02 Loans and Borrowings 38 Section 2.03 Requests for Borrowings 39 Section 2.04 Protective Advances 39 Section 2.05 Swingline Loans and Overadvances 40 Section 2.06 Letters of Credit 42 Section 2.07 Funding of Borrowings 48 Section 2.08 Interest Elections 49 Section 2.09 Termination and Reduction of Commitments; Increase in Revolving Commitments 50 Section 2.10 Repayment and Amortization of Loans; Evidence of Debt 52 Section 2.11 Prepayment of Loans 53 Section

2018 Long-Term Incentive Plan (May 30th, 2018)

This document sets forth the SpartanNash Company Long-Term Incentive Plan for awards made during the fiscal year ending December 29, 2018 and covering the three-year period ending January 2, 2021 ("2018 LTIP").

Contract (May 29th, 2018)
Essential Properties Realty Trust, Inc. – SCF RC FUNDING I LLC, SCF RC FUNDING II LLC, and SCF RC FUNDING III LLC, Each, as an Issuer, and CITIBANK, N.A., as Indenture Trustee SERIES 2017-1 SUPPLEMENT Dated as of July 11, 2017 to AMENDED AND RESTATED MASTER INDENTURE Dated as of July 11, 2017 NET-LEASE MORTGAGE NOTES, SERIES 2017-1, CLASS a AND CLASS B (May 25th, 2018)

SERIES 2017-1 SUPPLEMENT, dated as of July 11, 2017 (the Series 2017-1 Supplement), among SCF RC FUNDING I LLC, SCF RC FUNDING II LLC, SCF RC FUNDING III LLC (each an Issuer and collectively, the Issuers) and CITIBANK, N.A. (the Indenture Trustee).

Nelnet, Inc. Directors Stock Compensation Plan (May 24th, 2018)

The purposes of this Nelnet, Inc. Directors Stock Compensation Plan are to advance the interests of Nelnet, Inc. and its shareholders by providing a means to attract, retain and motivate members of the Board of Directors of Nelnet, Inc. upon whose judgment, initiative and efforts the continued success, growth and development of Nelnet, Inc. is dependent.

Employment Agreement (May 21st, 2018)

This Employment Agreement is made and entered into on the 17th day of May, 2018, among CSG SYSTEMS INTERNATIONAL, INC. ("CSGS"), a Delaware corporation, CSG SYSTEMS, INC. ("Systems"), a Delaware corporation, and ROLLAND B. JOHNS (the "Executive"). CSGS and Systems collectively are referred to in this Employment Agreement as the "Companies".

TD Ameritrade – CREDIT AGREEMENT Dated as of May 17, 2018 Among TD AMERITRADE CLEARING, INC., as Borrower the Lenders Party Hereto, BARCLAYS BANK PLC, CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., U.S. BANK, NATIONAL ASSOCIATION AND TD SECURITIES (USA) LLC, as Co-Syndication Agents and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent WELLS FARGO SECURITIES, LLC, BARCLAYS BANK PLC, CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., U.S. BANK, NATIONAL ASSOCIATION AND TD SECURITIES (USA) LLC, as Joint Bookrunners and Joint Lead Arrangers (May 21st, 2018)

CREDIT AGREEMENT dated as of May 17, 2018, among TD AMERITRADE CLEARING, INC., a Nebraska corporation (the Borrower), the several banks and other financial institutions or entities from time to time parties to this Agreement (the Lenders), BARCLAYS BANK PLC, CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., U.S. BANK, NATIONAL ASSOCIATION and TD SECURITIES (USA) LLC, as co-syndication agents (the Co-Syndication Agents), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the Administrative Agent).

TD Ameritrade – First Amendment (May 21st, 2018)

FIRST AMENDMENT, dated as of May 17, 2018 (the Amendment), to the Credit Agreement, dated as of April 21, 2017 (as further amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement), among TD AMERITRADE CLEARING, INC., a Nebraska corporation (the Borrower), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement as Lenders (the Lenders), U.S. BANK NATIONAL ASSOCIATION, as syndication agent, BARCLAYS BANK PLC, TD SECURITIES (USA) LLC, WELLS FARGO BANK, N.A. and INDUSTRIAL AND COMMERCIAL BANK OF CHINA LTD., NEW YORK BRANCH, as co-documentation agents and JPMORGAN CHASE BANK, N.A., as administrative agent (the Administrative Agent).

Separation Agreement With Randy R. Wiese (May 21st, 2018)

THIS SEPARATION AGREEMENT (the "Agreement") is made and entered into on May 17, 2018, by and among CSG SYSTEMS INTERNATIONAL, INC. ("CSGS"), a Delaware corporation, CSG SYSTEMS, INC. ("Systems"), a Delaware corporation, and RANDY R. WIESE (the "Executive"). CSGS and Systems collectively are referred to in this Agreement as the "Company."

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

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").

BOSTON OMAHA Corp – STOCKHOLDERS AGREEMENT by and Among BOSTON OMAHA CORPORATION and BOULDERADO BOC, LP MAGNOLIA BOC I, LP Dated as of May 15, 2018 (May 15th, 2018)

THIS AGREEMENT, dated as of May 15, 2018 (this "Agreement"), is entered into by and among Boston Omaha Corporation, a Delaware corporation (the "Company"), and the Stockholders set forth on Exhibit A attached hereto (the "Stockholders").

American Midstreampartners Lp – MEMBERSHIP INTEREST PURCHASE AGREEMENT Dated as of February 16, 2018 by and Between AMID MERGER LP, as the Seller and DKGP ENERGY TERMINALS LLC, as the Buyer (May 15th, 2018)

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (including the Exhibits and Schedules (as defined below) attached hereto, this "Agreement") is made as of February 16, 2018 by and among AMID Merger LP, a Delaware limited partnership (the "Seller"), and DKGP Energy Terminals LLC, a Delaware limited liability company (the "Buyer"). The Seller and the Buyer are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

ADDvantage Technologies Group, Inc. – Amendment Nine to Amended and Restated Revolving Credit and Term Loan Agreement (May 15th, 2018)

This Amendment Nine to Amended and Restated Revolving Credit and Term Loan Agreement ("Amendment") is dated as of March 30, 2018 ("Effective Date") between ADDVANTAGE TECHNOLOGIES GROUP, INC., an Oklahoma corporation ("Borrower") and BOKF, NA dba Bank of Oklahoma, formerly known as Bank of Oklahoma, N.A. ("Lender").

None – Loan, Convertible Preferred Stock and Convertible Senior Secured Note Purchase Agreement (May 14th, 2018)

THIS LOAN, CONVERTIBLE PREFERRED STOCK AND CONVERTIBLE SENIOR SECURED NOTE PURCHASE AGREEMENT (this "Agreement") is entered into as of May 9, 2018 by and between MIDWEST HOLDING INC., a Nebraska corporation (the "Borrower"), and XENITH HOLDINGS LLC, a Delaware limited liability company ("Lender"). Borrower and Lender are referred to collectively herein as the "Parties" and each is a "Party."

Smart Sand, Inc. – ASSET PURCHASE AGREEMENT by and Among (May 14th, 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").

Consent and Sixth Amendment to Credit Agreement (May 10th, 2018)

This CONSENT AND SIXTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of March 21, 2018, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent and collateral agent for each member of the Lender Group and the Bank Product Providers (in such capacities, together with its successors and assigns in such capacities, "Agent") and as United States administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "US Agent"), WELLS FARGO CAPITAL FINANCE CORPORATION CANADA, an Ontario corporation, as Canadian administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Canadian Agent"), the Lenders (as defined in the Credit Agreement as defined below) party hereto, UPLAND SOFTWARE, INC., a Delaware corporation ("Paren

American Shared Hospital Services – First Amendment to Equipment Lease Agreement (May 10th, 2018)

This FIRST AMENDMENT TO EQUIPMENT LEASE AGREEMENT (this "First Amendment") is dated effective as of February 14, 2018 (the "Effective Date") and is entered into by and between Bryan Medical Center, a Nebraska non-profit corporation ("Hospital") and GK Financing, LLC, a California limited liability company ("GKF").

Ritchie Bros. Auctioneers Inc. – Employment Agreement (May 10th, 2018)

NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged by both parties, the Employer and the Executive agree as follows:

First Amendment to Amended and Restated Credit Agreement (May 9th, 2018)

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this Amendment) dated as of May 3, 2018 (the First Amendment Effective Date) is entered into by PROTECTIVE LIFE CORPORATION, a Delaware corporation (PLC), PROTECTIVE LIFE INSURANCE COMPANY, a Tennessee corporation (PLICO; PLC and PLICO are together referred to as the Borrowers), REGIONS BANK, an Alabama banking corporation (Regions), and the various lenders identified on the signature pages hereto (collectively, the Lenders), and REGIONS BANK, in its capacity, as Administrative Agent for the Lenders (the Administrative Agent).

First Amendment to Amended and Restated Credit Agreement (May 9th, 2018)

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this Amendment) dated as of May 3, 2018 (the First Amendment Effective Date) is entered into by PROTECTIVE LIFE CORPORATION, a Delaware corporation (PLC), PROTECTIVE LIFE INSURANCE COMPANY, a Tennessee corporation (PLICO; PLC and PLICO are together referred to as the Borrowers), REGIONS BANK, an Alabama banking corporation (Regions), and the various lenders identified on the signature pages hereto (collectively, the Lenders), and REGIONS BANK, in its capacity, as Administrative Agent for the Lenders (the Administrative Agent).

PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED PURSUANT TO a REQUEST FOR CONFIDENTIAL TREATMENT BY NELNET, INC. UNDER RULES AND REGULATIONS PROMULGATED BY THE SECURITIES AND EXCHANGE COMMISSION. THE REDACTED PORTIONS ARE MARKED WITH [*****] AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION ALONG WITH SUCH REQUEST FOR CONFIDENTIAL TREATMENT. Enable Participant to Make Credit Decisions With Respect to Consumer Loans. Lender Shall Make Such Transfer and Shall Keep Its Interest in the Consumer Loans Free and Clear of All Security Interests, Liens or Encumbrances of Any Nature (May 8th, 2018)
ZILLOW, INC. Proprietary Rights Agreement (May 8th, 2018)

This Proprietary Rights Agreement (the "Agreement") is entered into and between me and Zillow, Inc., a Washington corporation, for and on behalf of Zillow, Inc. and its parents, subsidiaries, affiliates, successors, and assigns. In consideration of my offer of new or continued employment with the Company, the compensation paid to me, including but not limited to any stock, restricted stock units, or stock options which may be granted to me, and other good and valuable consideration, the receipt and sufficiency of which I hereby acknowledge, I agree to the following terms: Appendix A hereto contains important limitations for persons employed by the Company as interns or in-house counsel, as well as state specific modifications for employees in Arizona, California, Colorado, Nebraska, Nevada, and New York. You are encouraged to read Appendix A first so you understand which provisions of this Agreement apply to you.l

Total System Services, Inc. [Name of Awardee] Performance Share Agreement (May 8th, 2018)

Total System Services, Inc. ("Company") confirms that on __, 20__, the Compensation Committee of the Board of Directors of Total System Services, Inc. (the "Committee") approved, effective ____ 20__ (the "Grant Date"), an award of performance shares ("Performance Shares") with an initial economic value equal to ____ Dollars ($___) (such initial economic value being the "20__-20__ Performance Opportunity"). The number of Performance Shares initially granted pursuant to this Performance Share Agreement will be determined by dividing the 20__-20__ Performance Opportunity by the closing price of the Company's Shares on the New York Stock Exchange on the Grant Date (your "Initial Performance Shares"). Your Initial Performance Shares may be adjusted based on the specified performance measures for the period 20__-20__ pursuant to the provisions of Section 1 below. The number of Performance Shares that you become entitled to receive will vest in accordance with the provisions of Section 2 (

Second Lien Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing Statement (May 7th, 2018)

THIS SECOND LIEN DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING STATEMENT (this "Deed of Trust") is made as of April 5, 2018 by and among Green Plains Atkinson LLC, a Delaware limited liability company (together with its successors and permitted assigns, "Grantor"), having an address at 1811 Aksarben Drive, Omaha, NE 68106, to Fidelity National Title Insurance Company ("Trustee"), having an address at 11600 College Boulevard, Suite 205, Overland Park, Kansas 66210, for the benefit of BNP PARIBAS ("BNPP"), as Pari Passu Agent (as hereinafter defined), having an address at 787 Seventh Avenue, New York, New York 10019 (BNPP, in such capacity, together with its successors and assigns, "Beneficiary").