New York Sample Contracts

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Delek Logistics Partners, LP – FIRST AMENDMENT TO PIPELINES AND STORAGE FACILITIES AGREEMENT (March 1st, 2019)

THIS FIRST AMENDMENT TO PIPELINES AND STORAGE FACILITIES AGREEMENT (this “Amendment”), dated as of December 14, 2018, is made and entered into by and among LION OIL COMPANY, an Arkansas corporation (the “Company”), DELEK LOGISTICS PARTNERS, LP, a Delaware limited partnership (the “Partnership”), SALA GATHERING SYSTEMS LLC, a Texas limited liability company (“SALA”), El DORADO PIPELINE COMPANY, LLC, a Delaware limited liability company (“El Dorado”), and MAGNOLIA PIPELINE COMPANY, LLC, a Delaware limited liability company (“Magnolia”, and together with the Company, the Partnership, SALA and El Dorado, collectively, the “Parties” and each individually a “Party”), and for the limited purposes specified in Article 28 of the Agreement (as hereinafter defined), J. Aron & Company, LLC (as successor in interest to J. Aron & Company, a New York general partnership) (“J. Aron”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings assigned to such terms in

FGL Holdings – NON-STATUTORY STOCK OPTION AGREEMENT (March 1st, 2019)

This Non-Statutory Stock Option Agreement (the “Agreement”), is dated as of December 21, 2018 (the “Grant Date”), between FGL Holdings (the “Company”), and Chris Blunt (the “Grantee”). This Agreement shall constitute an “inducement award” under the New York Stock Exchange Rules and will not reduce the number of shares of Stock available for grant under the FGL Holdings 2017 Omnibus Incentive Plan (the “Plan”). The terms and conditions of the Plan are incorporated herein by reference and this Agreement shall be interpreted and applied as if this Agreement was granted under the Plan.

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
FGL Holdings – NON-STATUTORY STOCK OPTION AGREEMENT (March 1st, 2019)

This Non-Statutory Stock Option Agreement (the “Agreement”), is dated as of December 21, 2018 (the “Grant Date”), between FGL Holdings (the “Company”), and Chris Blunt (the “Grantee”). This Agreement shall constitute an “inducement award” under the New York Stock Exchange Rules and will not reduce the number of shares of Stock available for grant under the FGL Holdings 2017 Omnibus Incentive Plan (the “Plan”). The terms and conditions of the Plan are incorporated herein by reference and this Agreement shall be interpreted and applied as if this Agreement was granted under the Plan.

WisdomTree Investments, Inc. – WisdomTree Investments, Inc. (March 1st, 2019)

This letter confirms our agreement as set forth below concerning your employment with WisdomTree Investments, Inc. and its subsidiaries (collectively, “WisdomTree”).

Encana Corp – FIRST SUPPLEMENTAL INDENTURE (March 1st, 2019)

FIRST SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of March 1, 2019 by and among Encana Corporation, a corporation amalgamated and existing under the laws of Canada (the “Corporation”), Newfield Exploration Company, a Delaware corporation, as guarantor (the “Guarantor”), and The Bank of New York Mellon, as trustee under the Indenture referred to below (the “Trustee”).

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Encana Corp – FIRST SUPPLEMENTAL INDENTURE (March 1st, 2019)

FIRST SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of March 1, 2019 by and among Encana Corporation, a corporation amalgamated and existing under the laws of Canada (the “Corporation”), Newfield Exploration Company, a Delaware corporation, as guarantor (the “Guarantor”), and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee under the Indenture referred to below (the “Trustee”).

Encana Corp – THIRD SUPPLEMENTAL INDENTURE (March 1st, 2019)

THIRD SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of March 1, 2019 by and among Encana Corporation, a corporation amalgamated and existing under the laws of Canada (the “Corporation”), Newfield Exploration Company, a Delaware corporation, as guarantor (the “Guarantor”), and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee under the Indenture referred to below (the “Trustee”).

FGL Holdings – NON-STATUTORY STOCK OPTION AGREEMENT (March 1st, 2019)

This Non-Statutory Stock Option Agreement (the “Agreement”), is dated as of December 21, 2018 (the “Grant Date”), between FGL Holdings (the “Company”), and Jonathan Bayer (the “Grantee”). This Agreement shall constitute an “inducement award” under the New York Stock Exchange Rules and will not reduce the number of shares of Stock available for grant under the FGL Holdings 2017 Omnibus Incentive Plan (the “Plan”). The terms and conditions of the Plan are incorporated herein by reference and this Agreement shall be interpreted and applied as if this Agreement was granted under the Plan.

Concert Pharmaceuticals, Inc. – OPEN MARKET SALE AGREEMENTSM (March 1st, 2019)

Concert Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.001 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Delek US Holdings, Inc. – AMENDMENT NO. 4 to SECOND AMENDED AND RESTATED SUPPLY AND OFFTAKE AGREEMENT (March 1st, 2019)

IN WITNESS WHEREOF, the Parties hereto have duly executed this Amendment to the S&O Agreement as of the date first above written.

Chefs' Warehouse, Inc. – THIRD AMENDMENT TO CREDIT AGREEMENT (March 1st, 2019)

This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of December 13, 2017, by and among DAIRYLAND USA CORPORATION, a New York corporation (“Dairyland”), CHEFS’ WAREHOUSE PARENT, LLC, a Delaware limited liability company (together with Dairyland, the “Borrowers”), THE CHEFS’ WAREHOUSE, INC., a Delaware corporation (“Holdings”), the other Loan Parties party hereto, the Lenders party hereto and Jefferies Finance LLC (“Jefferies”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent” or, as Administrative Agent or Collateral Agent, the “Agent”).

Encana Corp – FIRST SUPPLEMENTAL INDENTURE (March 1st, 2019)

FIRST SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of March 1, 2019 by and among Encana Corporation, a corporation amalgamated and existing under the laws of Canada (the “Corporation”), Newfield Exploration Company, a Delaware corporation, as guarantor (the “Guarantor”), and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee under the Indenture referred to below (the “Trustee”).

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Encana Corp – FIFTH SUPPLEMENTAL INDENTURE (March 1st, 2019)

FIFTH SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of March 1, 2019 by and among Encana Corporation, a corporation amalgamated and existing under the laws of Canada (the “Corporation”), Newfield Exploration Company, a Delaware corporation, as guarantor (the “Guarantor”), and The Bank of New York Mellon, as trustee under the Indenture referred to below (the “Trustee”).

Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
Sterling Bancorp – STERLING BANCORP ID: 80-0091851 (March 1st, 2019)
NanoFlex Power Corp – SECURITIES PURCHASE AGREEMENT (March 1st, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 22, 2019, by and between NANOFLEX POWER CORPORATION, a Florida corporation, with headquarters located at 15333 N Pima Road., Suite 305, Scottsdale, AZ 85260 (the “Company”), and ONE44 CAPITAL LLC, a New York limited liability company, with its address at 1249 Broadway, Suite 103, Hewlett, NY 11557 (the “Buyer”).

NGL Energy Partners LP – AMENDMENT NO. 7 TO CREDIT AGREEMENT (February 28th, 2019)

AMENDMENT NO. 7 TO CREDIT AGREEMENT, dated as of February 6, 2019 (this “Amendment”), to the Amended and Restated Credit Agreement dated as of February 14, 2017 (as amended by Amendment No. 1 to Credit Agreement dated as of March 31, 2017, Amendment No. 2 to Credit Agreement dated June 2, 2017, Amendment No. 3 to Credit Agreement dated February 5, 2018, Amendment No. 4 to Credit Agreement dated March 6, 2018, Amendment No. 5 to Credit Agreement dated May 24, 2018, Amendment No. 6 to Credit Agreement dated as of July 5, 2018, and as otherwise amended, supplemented and modified from time to time, the “Credit Agreement”) among NGL Energy Partners LP, a Delaware limited partnership (“Parent”), NGL Energy Operating LLC, a Delaware limited liability company (“Borrowers’ Agent”), each subsidiary of the Parent identified as a “Borrower” under the Credit Agreement (together with the Borrowers’ Agent, each, a “Borrower” and collectively, the “Borrowers”), each subsidiary of Parent identified as

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee and collateral agent (the “Trustee”).

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”).

Lindblad Expeditions Holdings, Inc. – AMENDMENT NO. 3 (February 28th, 2019)

This is the THIRD amendment ("Amendment 3"), dated as of July 31, 2018 ("Effective Date") to that Tour Operator Agreement, dated December 12, 201 1, as amended, between NGS and Lindblad, (collectively, the "Agreement").

Centerpoint Energy Resources Corp – CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC OFFICER’S CERTIFICATE January 15, 2019 (February 28th, 2019)

I, the undersigned officer of CenterPoint Energy Houston Electric, LLC, a Texas limited liability company (the “Company”), do hereby certify that I am an Authorized Officer of the Company as such term is defined in the Indenture (as defined herein). I am delivering this certificate pursuant to the authority granted in the Resolutions adopted by written consent of the sole Manager of the Company dated January 4, 2019, and Sections 105, 201, 301, 401(1), 401(5), 403(2)(B) and 1403 of the General Mortgage Indenture, dated as of October 10, 2002, as heretofore supplemented to the date hereof (as heretofore supplemented, the “Indenture”), between the Company and The Bank of New York Mellon Trust Company, National Association (successor in trust to JPMorgan Chase Bank), as Trustee (the “Trustee”). Terms used herein and not otherwise defined herein shall have the meanings assigned to them in the Indenture, unless the context clearly requires otherwise. Based upon the foregoing, I hereby ce

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”).

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee, collateral agent, registrar and transfer agent (the “Trustee”).

Cable One, Inc. – SECOND SUPPLEMENTAL INDENTURE (February 28th, 2019)

Second Supplemental Indenture (this “Second Supplemental Indenture”), dated as of January 31, 2019, among Cable One, Inc., a Delaware corporation (the “Issuer”), Delta Communications, L.L.C., an Illinois limited liability company (the “Guaranteeing Subsidiary”), an affiliate of the Issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”).

BioSolar Inc – SECURITIES PURCHASE AGREEMENT (February 28th, 2019)

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 20, 2019, by and between BIOSOLAR, INC., a Nevada corporation, with headquarters located at 27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387 (the “Company”), and CROWN BRIDGE PARTNERS, LLC, a New York limited liability company, with its address at 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the “Buyer”).

Bank of Hawaii Corp – BANK OF HAWAII CORPORATION 2014 STOCK AND INCENTIVE PLAN RESTRICTED STOCK GRANT AGREEMENT (PERFORMANCE BASED) (FEBRUARY 22, 2019) (February 28th, 2019)

This Restricted Stock Grant Agreement (“Agreement”) dated February 22, 2019 (“Grant Date”), between Bank of Hawaii Corporation, a Delaware corporation (“Company”), with its registered office at 130 Merchant Street, Honolulu, Hawaii 96813, and the executive of the Company or subsidiary of the Company (“Grantee”) who as of the Grant Date is an Eligible Person under the Bank of Hawaii Corporation 2014 Stock and Incentive Plan (“Plan”) and who is specified in the “Notice of 2019 Restricted Stock Grant (Performance Based)” (“Notice”) attached hereto.

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee, registrar and transfer agent (the “Trustee”).

Scientific Games Corp – Contract (February 28th, 2019)

SUPPLEMENTAL INDENTURE, dated as of November 1, 2018 (this “Supplemental Indenture”), by and among Scientific Games International, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the indenture referred to herein), Don Best Sports Corporation, a Nevada corporation (the “Additional Guarantor”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as successor trustee (the “Trustee”).

STORE CAPITAL Corp – $350,000,000 of 4.625% Senior Notes due 2029 (February 28th, 2019)

We have acted as special counsel to STORE Capital Corporation, a Maryland corporation (the “Company”), in connection with the issuance and sale by the Company of $350,000,000 aggregate principal amount of 4.625% Senior Notes due 2029 (the “Notes”) of the Company, pursuant to the terms of an Underwriting Agreement, dated February 25, 2019 (the “Underwriting Agreement”), among Goldman Sachs & Co. LLC, Wells Fargo Securities, LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein, and the Company.  The Notes are to be issued pursuant to an indenture dated as of March 15, 2018 (the “Base Indenture”), between the Company and Wilmington Trust, National Association, as trustee, as supplemented by the second supplemental indenture, dated as of February 28, 2019 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”)