New York Sample Contracts

Industrea Acquisition Corp. – CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES a ZERO-DIVIDEND CONVERTIBLE PERPETUAL PREFERRED STOCK OF Concrete Pumping Holdings, Inc. (Pursuant to Section 151 of the Delaware General Corporation Law) (December 10th, 2018)

Concrete Pumping Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware (the "Corporation"), hereby certifies that, pursuant to authority vested in the Board of Directors of the Corporation by Article IV of the Amended and Restated Certificate of Incorporation of the Corporation (the "Certificate of Incorporation"), the following resolutions were adopted on December 4, 2018 by the Board of Directors of the Corporation (the "Board") pursuant to Section 151 of the Delaware General Corporation Law:

WestRock Co – Commercial Paper Dealer Agreement Guaranteed 4(a)(2) Program (December 10th, 2018)

This agreement (the "Agreement") sets forth the understandings among the Issuer, the Guarantors and the Dealer, each named on the cover page hereof, in connection with the issuance and sale by the Issuer of its short-term promissory notes (the "Notes") through the Dealer.

Industrea Acquisition Corp. – Us Guaranty and Security Agreement (December 10th, 2018)

This US GUARANTY AND SECURITY AGREEMENT (this "Agreement"), dated as of December 6, 2018, among the Persons listed on the signature pages hereof as "Grantors" and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a "Grantor" and collectively, the "Grantors"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association ("Wells Fargo"), in its capacity as 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, "Agent").

Contract (December 10th, 2018)
Applied DNA Sciences – Securities Purchase Agreement (December 10th, 2018)

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of August 31, 2018, by and among Applied DNA Sciences, Inc., a Delaware corporation, with headquarters located at 50 Health Sciences Drive, Stony Brook, New York 11790 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

Industrea Acquisition Corp. – CAMFAUD GROUP LIMITED AND OTHERS as Chargors and Guarantors and WELLS FARGO CAPITAL FINANCE (UK) LIMITED as UK Security Agent UK Debenture Condor House 5-10 St. Paul's Churchyard London EC4M 8AL Tel. +44 (0)20 3201 5000 Fax: +44 (0)20 3201 5001 www.morganlewis.com Contents (December 10th, 2018)

Clause Page 1 Definitions and Interpretation 1 2 Covenant to pay 4 3 Creation of Security 5 4 Nature of Security Created 7 5 Restrictions 7 6 Conversion of Floating Charge 7 7 Representations and Warranties 8 8 Undertakings 9 9 Shares and Investments 12 10 Enforcement 12 11 Appointment and powers of Receivers 13 12 Protection of purchasers 14 13 Protection of the Secured Parties and Receivers 14 14 Further Assurances 15 15 Power of Attorney 16 16 Preservation of Security 16

Industrea Acquisition Corp. – CREDIT AGREEMENT by and Among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, Sole Lead Arranger and Sole Bookrunner THE LENDERS THAT ARE PARTIES HERETO as the Lenders, Wells Fargo Capital Finance (Uk) Limited, as UK Security Agent, (December 10th, 2018)

THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of December 6, 2018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a "Lender", as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as 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, "Agent") and as sole lead arranger and sole bookrunner (the "Lead Arranger"), WELLS FARGO CAPITAL FINANCE (UK) LIMITED, a private limited company incorporated and registered under the laws of England a Wales with company numbers 02656007, as security agent and trustee for the Secured Parties (as defined below) (in such capacity, together with its successors and assigns in such capacity, "UK Security Agent") CONCRETE PUMPING HOLDINGS ACQUISITION

Tencent Holding Limited/ADR – Emmet, Marvin & Martin, LLP (December 10th, 2018)

We refer to the registration statement to be filed on Form F-6 under the Securities Act of 1933 (the "Registration Statement") by the legal entity created by the agreement for issuance of American Depositary Shares ("ADSs"), representing common shares of Tencent Holding Limited, for which you propose to act as Depositary.

And THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of ________, 20__ SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE (December 10th, 2018)

TIA Section Indenture Section Section 310 (a)(1) 6.9 (a)(2) 6.9 (a)(3) N/A (a)(4) N/A (b) 6.8, 6.10 Section 311 (a) 6.13 (b) 6.13 Section 312 (a) 7.1, 7.2 (b) 7.2 (c) 7.2 Section 313 (a) 7.3 (b) 7.3 (c) 7.3 (d) 7.3 Section 314 (a) 7.4 (a)(4) 1.1, 10.4 (b) N/A (c)(1) 1.2 (c)(2) 1.2 (c)(3) N/A (d)

Industrea Acquisition Corp. – Pledge and Security Agreement (December 10th, 2018)

THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this "Security Agreement") is entered into as of December 6, 2018 by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation ("Holdings"), Concrete Pumping Intermediate Acquisition Corp., a Delaware corporation ("Intermediate Holdings"), Industrea Acquisition Corp., a Delaware corporation ("Buyer"), Concrete Pumping Merger Sub Inc., a Delaware corporation, which will be merged with and into Concrete Pumping Holdings, Inc. (to be renamed Brundage-Bone Concrete Pumping Holdings Inc.), a Delaware corporation (the "Borrower"), the Subsidiary Parties (as defined below) from time to time party hereto (the foregoing, collectively, the "Grantors") and Credit Suisse AG, Cayman Islands Branch ("Credit Suisse"), in its capacity as administrative agent and collateral agent for the Secured Parties (as defined below) (in such capacities

Madison Square Garden Co – As You Know, Your Employment With MSG Sports & Entertainment, LLC (MSG) Will End as a Result of Your Retirement on March 31, 2019 (The Retirement Date). We Are Prepared to Provide You With Certain Retirement Benefits (As Defined in Section 2 Below) as Set Forth in This Agreement (The Agreement) in Consideration of Your Executing, Delivering and Complying With the Terms, Conditions and Obligations Applicable to You Under This Agreement. To Receive the Retirement Benefits Set Forth in Section 2 Below, You Must Return One Originally Signed Copy of This Agreement to Shari Holtzman, Vice President (December 10th, 2018)
Applied DNA Sciences – Registration Rights Agreement (December 10th, 2018)

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 31, 2018, by and among Applied DNA Sciences, Inc., a Delaware corporation, with headquarters located at 50 Health Sciences Drive, Stony Brook, New York 11790 (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

December 4, 2018 (December 10th, 2018)

It is my pleasure to inform you that you will be a participant in the 2019 Knoll, Inc. Incentive Compensation Program with a target incentive amount equal to one hundred percent (100%) of your base salary (the "Target Amount").

Summit Hotel Properties – Credit Agreement (December 10th, 2018)

CREDIT AGREEMENT dated as of December 6, 2018 (this "Agreement") among SUMMIT HOTEL OP, LP, a Delaware limited partnership (the "Borrower"), SUMMIT HOTEL PROPERTIES, INC., a Maryland corporation (the "Parent" or the "Parent Guarantor"), the entities listed on the signature pages hereof as the subsidiary guarantors (together with any Additional Guarantors (as hereinafter defined) acceding hereto pursuant to Section 5.01(j), 5.01(x) or 7.05, the "Subsidiary Guarantors" and, together with the Parent Guarantor, the "Guarantors"), the banks, financial institutions and other institutional lenders listed on the signature pages hereof as the initial lenders (the "Initial Lenders"), the Swing Line Banks (as hereinafter defined), DEUTSCHE BANK AG NEW YORK BRANCH ("DBNY"), BANK OF AMERICA, N.A., REGIONS BANK and U.S. BANK NATIONAL ASSOCIATION, as the initial issuers of Letters of Credit (as hereinafter defined) (the "Initial Issuing Banks"), DBNY, as administrative agent (together with any succes

Charles J. Bair (December 10th, 2018)

You have requested our opinion, as counsel to Biocept, Inc., a Delaware corporation (the "Company"), in connection with the filing by the Company of a Registration Statement (No. 333-228566) on Form S-1 (the "Registration Statement") with the Securities and Exchange Commission, including a related prospectus filed with the Registration Statement (the "Prospectus"), covering a public offering of (i) up to $10 million of shares (the "Shares") of common stock of the Company (the "Common Stock") and pre-funded warrants (the "Pre-Funded Warrants") to purchase shares of Common Stock (the "Pre-Funded Warrant Shares") and (ii) warrants (the "Purchase Warrants", and, collectively with the Pre-Funded Warrants, the "Warrants") to purchase up to $10 million of shares of Common Stock (the "Purchase Warrant Shares", and, collectively with the Pre-Funded Warrant Shares, the "Warrant Shares"). This opinion relates to (i) Shares and Pre-Funded Warrants relating to up to 20,000,000 shares of Common Sto

Bonanza Creek Energy Inc. – CREDIT AGREEMENT Dated as of December 7, 2018 Among BONANZA CREEK ENERGY, INC., as Borrower, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Sole Bookrunner, and an Issuing Bank, and the Lenders Party Hereto (December 10th, 2018)

CREDIT AGREEMENT, dated as of December 7, 2018, is among Bonanza Creek Energy, Inc., a Delaware corporation (the Borrower), each of the Lenders from time to time party hereto, JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the Administrative Agent) and each of the other parties from time to time party hereto.

Chaparral Energy, Inc. – Resignation, Consent and Appointment Agreement and Second Amendment to Tenth Restated Credit Agreement (December 10th, 2018)

This Resignation, Consent and Appointment Agreement and Second Amendment to Tenth Restated Credit Agreement (this "Second Amendment") is effective as of December 7, 2018 (the "Second Amendment Effective Date"), by and among CHAPARRAL ENERGY, INC., a Delaware corporation (the "Borrower"), each Guarantor party hereto (the "Guarantors"), JPMORGAN CHASE BANK, N.A., a national banking association ("JPMorgan"), as Administrative Agent (in such capacity, the "Existing Agent"), and in its capacity as Issuing Bank, each of the Lenders party hereto, the Successor Agent (as defined below) and the Successor Issuing Bank (as defined below).

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.

Bank Of New York / Adr Division – Emmet, Marvin & Martin, LLP (December 10th, 2018)

We refer to the registration statement to be filed on Form F-6 under the Securities Act of 1933 (the "Registration Statement") by the legal entity created by the agreement (the "Deposit Agreement") for issuance of American Depositary Shares ("ADSs"), which may be evidenced by American Depositary Receipts ("ADRs"), representing common shares of Grana y Montero S.A.A., for which you propose to act as Depositary.

And THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of , 20 SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (December 10th, 2018)

TIA Section Indenture Section 310 (a)(1) 6.9 (a)(2) 6.9 (a)(3) N/A (a)(4) N/A (a)(5) 6.9 (b) 6.8; 6.9 311 (a) 6.13 (b) 6.13 312 (a) 7.1 (b) 7.2 (c) 7.2 313 (a) 7.3 (b)(1) 7.3 (b)(2) 7.3 (c) 7.3 (d) 7.3 314 (a) 7.4 (b) N/A (c)(1) 1.2 (c)(2) 1.2 (c)(3) N/A (d) N/A (e) 1.2 (f) 1.2 315 (a) 6.1 (b) 6.2 (c) 6.1 (d) 6.1;6.3 (e) 5.14 316 (a) (last sentence) 1.1("Outstanding") (a)(1)(A) 5.12 (a)(1)(B) 5.13 (a)(2) N/A (b) 5.8 (c) 9.2 317 (a)(1)

Agreement and Plan of Merger (December 10th, 2018)

THIS AGREEMENT AND PLAN OF MERGER, dated as of December 9, 2018 (this "Agreement"), is by and among Tivity Health, Inc., a Delaware corporation ("Parent"), Sweet Acquisition, Inc., a newly formed Delaware corporation and a direct, wholly-owned Subsidiary of Parent ("Merger Sub"), and Nutrisystem, Inc., a Delaware corporation (the "Company"). The Company, Parent and Merger Sub may be referred to herein as a "party" and collectively as the "parties."

Ingevity Corp – AGREEMENT FOR THE SALE AND PURCHASE OF Perstorp UK Ltd. (December 10th, 2018)

Clause Page 1. Interpretation 1 2. Sale and Purchase 1 3. Consideration 2 4. Condition Precedent 2 5. Pre-Completion Undertakings 5 6. Completion 11 7. Leakage 12 8. Seller's Warranties 14 9. Limitations on the Seller's Liability 15 10. W&I Insurance 16 11. Purchaser's Warranties and Undertakings 17 12. Post Completion Undertakings 18 13. Restrictive Covenants 19 14. Announcements and Confidentiality 20 15. Notices 22 16. Further Assurance 24 17. Assignments 25 18. Payments 25 19. Taxation 26 20. General 26 21. Whole Agreement 27 22. Governing Law and Jurisdiction 27

Madison Square Garden Co – December 6, 2018 the Madison Square Garden Company Two Pennsylvania Plaza New York, NY 10121 Dear Victoria: This Letter Agreement (The Agreement), Effective on January 1, 2019 (The Effective Date), Will Confirm the Terms of Your Employment With the Madison Square Garden Company (The Company) Following the Effective Date. (December 10th, 2018)
Contract (December 10th, 2018)
Industrea Acquisition Corp. – [Form of Warrant Certificate] [FACE] (December 10th, 2018)

This Warrant Certificate certifies that , or registered assigns, is the registered holder of warrant(s) evidenced hereby (the "Warrants" and each, a "Warrant") to purchase shares of common stock, $0.0001 par value ("Common Stock"), of Concrete Pumping Holdings, Inc., a Delaware corporation (the "Company"). Each Warrant entitles the holder, upon exercise during the period set forth in the Warrant Agreement referred to below, to receive from the Company that number of fully paid and non-assessable shares of Common Stock as set forth below, at the exercise price (the "Exercise Price") as determined pursuant to the Warrant Agreement, payable in lawful money (or through "cashless exercise" as provided for in the Warrant Agreement) of the United States of America upon surrender of this Warrant Certificate and payment of the Exercise Price at the office or agency of the Warrant Agent referred to below, subject to the conditions set forth herein and in the Warrant Agreement

Air T, Inc. – AIRCRAFT SALE & PURCHASE AGREEMENT Dated 25 OCTOBER 2018 Celestial Aviation Trading 22 Limited as Seller Contrail Aviation Support, LLC as Purchaser (December 10th, 2018)

Celestial Aviation Trading 22 Limited a company incorporated in Ireland with its address at GE Capital Aviation Services Limited, Aviation House, Shannon, County Clare, Ireland ("Seller"); and

Hydra Industries Acquisition Corp. – August 24, 2018 (December 10th, 2018)
Hydra Industries Acquisition Corp. – Inspired Entertainment, Inc. 2018 Omnibus Incentive Plan (December 10th, 2018)
Brt Realty Trust – Restricted Stock Award Agreement (December 10th, 2018)

RESTRICTED STOCK AWARD AGREEMENT, dated as of March 21, 2018, by and between BRT Apartments Corp., a Maryland corporation, having its principal place of business at 60 Cutter Mill Road, Great Neck, New York 11021 (the "Company") and the person named on the signature page of this Agreement ("Holder").

Praco – Convertible Promissory Note (December 10th, 2018)

This Note carries a prorated original issue discount of $12,000.00 (the "OID"), to cover the Holder's accounting fees, due diligence fees, monitoring, and/or other transactional costs incurred in connection with the purchase and sale of the Note, which is included in the principal balance of this Note. Thus, the purchase price of this Note shall be $109,500.00, computed as follows: the Principal Amount minus the OID.

Travelport Worldwide LTD – Voting Agreement (December 10th, 2018)

THIS VOTING AGREEMENT (this "Agreement") is made and entered into as of December 9, 2018 by and among Travelport Worldwide Limited, a Bermuda exempted company (the "Company"), and each Person identified on Exhibit A attached hereto (the "Shareholders" and each a "Shareholder").

Commercial International Bank (Egypt) S.A.E./ADR – Emmet, Marvin & Martin, LLP (December 10th, 2018)

We refer to the registration statement to be filed on Form F-6 under the Securities Act of 1933 (the "Registration Statement") by the legal entity created by the agreement (the "Deposit Agreement") for issuance of American Depositary Shares ("ADSs"), which may be evidenced by American Depositary Receipts ("ADRs"), representing ordinary shares of Commercial International Bank (Egypt) S.A.E., for which you propose to act as Depositary.

Industrea Acquisition Corp. – Stockholders Agreement (December 10th, 2018)

This Stockholders Agreement (this "Agreement") is entered into on December 6, 2018, by and among Concrete Pumping Holdings, Inc. (f/k/a Concrete Pumping Holdings Acquisition Corp.), a Delaware corporation (the "Company"), and the undersigned parties listed on the signature pages hereto (each, an "Investor" and, collectively, the "Investors"). Capitalized terms used in this Agreement have the meanings given to them in Section 1.01.

Industrea Acquisition Corp. – Indemnity Agreement (December 10th, 2018)

THIS INDEMNITY AGREEMENT (this "Agreement") is made as of December 6, 2018, by and between Concrete Pumping Holdings, Inc., a Delaware corporation (the "Company"), and ("Indemnitee").

Hydra Industries Acquisition Corp. – Inspired Entertainment, Inc. 2018 Omnibus Incentive Plan (December 10th, 2018)

This RESTRICTED STOCK UNIT AWARD AGREEMENT (this "Agreement") is entered into as of September 28, 2018 (the "Grant Date"), and is between Inspired Entertainment, Inc., a Delaware corporation (the "Company"), and [PARTICIPANT NAME] (the "Participant"), an employee of the Company or one of its subsidiaries. Any term capitalized but not defined in this Agreement shall have the meaning set forth in the Inspired Entertainment, Inc. 2018 Omnibus Incentive Plan (the "Plan").