North Carolina Sample Contracts

Charah Solutions, Inc. – Credit Agreement (May 18th, 2018)
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

Charah Solutions, Inc. – REVOLVING LOAN FACILITY CREDIT AGREEMENT Dated as of October 25, 2017 by and Among CHARAH, LLC; ALLIED POWER MANAGEMENT, LLC; And ALLIED POWER SERVICES, LLC, as Borrowers, CHARAH SOLE MEMBER, LLC and ALLIED POWER SOLE MEMBER, LLC, Each as a Parent and a Guarantor, REGIONS BANK, as Agent, Swingline Lender and LC Issuer, and THE LENDERS PARTY HERETO FROM TIME TO TIME REGIONS CAPITAL MARKETS, as Sole Lead Arranger and Sole Bookrunner (May 18th, 2018)
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)
Charah Solutions, Inc. – First Amendment to Credit 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).

Wells Fargo Commercial Mortgage Trust 2018-C44 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 17, 2018 by and Between WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) Village at Leesburg (May 17th, 2018)

This AGREEMENT BETWEEN NOTE HOLDERS ("Agreement"), dated as of May 17, 2018, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION ("WFB" and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 (as defined below), the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), and WELLS FARGO BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 (as defined below), the "Initial Note A-2 Holder" and together with the Initial Note A-1 Holder, the "Initial Note Holders").

Third Amendment to Amended and Restated Employment Agreement (May 17th, 2018)

THIS THIRD AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Amendment"), is made and entered into on the 16th day of May, 2018, to be effective immediately, by and between OLD DOMINION FREIGHT LINE, INC. (the "Company"), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and David S. Congdon (the "Executive"), an individual residing at High Point, North Carolina.

BioDelivery Sciences International, Inc. – Agreement (May 17th, 2018)

This agreement (this Agreement) is made and entered into as of May 17, 2018, by and between BioDelivery Sciences International, Inc., a Delaware corporation (the Company), and Broadfin Healthcare Master Fund, Ltd., a Cayman Islands exempted company (Broadfin Healthcare), and its affiliates (such Affiliates (as defined herein) together with Broadfin Healthcare, Broadfin). Each of the Company and Broadfin is referred to herein as a Party and, collectively, as the Parties.

Wells Fargo Commercial Mortgage Trust 2018-C44 – CO-LENDER AGREEMENT Dated as of May 17, 2018 Between TUEBOR TRS II LLC (Note A-1 Holder) and TUEBOR TRS II LLC (Note A-2 Holder) and TUEBOR TRS II LLC (Note A-3 Holder) (May 17th, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of May 17, 2018, is between TUEBOR TRS II LLC, a Michigan limited liability company ("TTRS"), having an address at c/o Marsh Captive Solutions, 100 Bank Street, Suite 610, Burlington, Vermont 05401, as the holder of Note A-1, TTRS, as the holder of Note A-2 and TTRS, as the holder of Note A-3.

Wells Fargo Commercial Mortgage Trust 2018-C44 – Contract (May 17th, 2018)
Wells Fargo Commercial Mortgage Trust 2018-C44 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of April 26, 2018 by and Between WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-3 Holder) (May 17th, 2018)

This AGREEMENT BETWEEN NOTE HOLDERS ("Agreement"), dated as of April 26, 2018, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION ("WFB" and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 (as defined below), the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), WELLS FARGO BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 (as defined below), the "Initial Note A-2 Holder") and WELLS FARGO BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3 (as defined below), the "Initial Note A-3 Holder" and together with the Initial Note A-1 Holder and Initial Note A-2 Holder, the "Initial Note Holders").

BioDelivery Sciences International, Inc. – Securities Purchase Agreement (May 17th, 2018)

This SECURITIES PURCHASE AGREEMENT (this Agreement), dated as of May 17, 2018, is by and among Biodelivery Sciences International, Inc., a Delaware corporation with headquarters located 4131 ParkLake Ave., Suite 225, Raleigh, North Carolina 27612, (the Company), and each of the investors listed on Schedule 1 hereto (individually, a Buyer and collectively, the Buyers).

Wells Fargo Commercial Mortgage Trust 2018-C44 – Mortgage Loan Purchase Agreement (May 17th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of April 30, 2018, between Ladder Capital Finance LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), Ladder Capital Finance Holdings LLLP ("LCFH"), Series REIT of Ladder Capital Finance Holdings LLLP ("LC REIT"), Series TRS of Ladder Capital Finance Holdings LLLP ("LC TRS", and collectively with LCFH and LC REIT, the "LC Guarantors") and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Wells Fargo Commercial Mortgage Trust 2018-C44 – Contract (May 17th, 2018)
Wells Fargo Commercial Mortgage Trust 2018-C44 – CO-LENDER AGREEMENT Dated as of May 7, 2018 Between DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-1 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-3 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-4 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-5 Holder) and BARCLAYS BANK PLC (Note A-6-1 Holder) and BARCLAYS BANK PLC (Note A-6-2 Holder) 181 Fremont (May 17th, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of May 7, 2018, is between DEUTSCHE BANK AG, NEW YORK BRANCH ("DBNY"), a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1, DBNY as the holder of Note A-4, and DBNY as the holder of Note A-5, WELLS FARGO BANK, NATIONAL ASSOCIATION ("Wells"), national banking association, having an address of 375 Park Avenue, 2nd Floor J0127-023, New York, New York 10152, as the holder of Note A-2 and Note A-3) and BARCLAYS BANK PLC, a public company registered in England and Wales, having an address at 745 Seventh Avenue, New York, New York 10019 ("Barclays" and together with DBNY, the "Lender") as the holder of Note A-6-1 and Note A-6-2.

Wells Fargo Commercial Mortgage Trust 2018-C44 – Mortgage Loan Purchase Agreement (May 17th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of April 30, 2018, between Wells Fargo Bank, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Wells Fargo Commercial Mortgage Trust 2018-C44 – Mortgage Loan Purchase Agreement (May 17th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of April 30, 2018, between Argentic Real Estate Finance LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Wells Fargo Commercial Mortgage Trust 2018-C44 – WELLS FARGO COMMERCIAL MORTGAGE TRUST 2018-C44 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2018-C44 UNDERWRITING AGREEMENT as of April 30, 2018 (May 17th, 2018)
Wells Fargo Commercial Mortgage Trust 2018-C44 – Mortgage Loan Purchase Agreement (May 17th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of April 30, 2018, between Barclays Bank PLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Wells Fargo Commercial Mortgage Trust 2018-C44 – AMENDED AND RESTATED AGREEMENT BETWEEN NOTE HOLDERS Dated as of April 24, 2018 by and Between WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT OF THE REGISTERED HOLDERS OF THE WELLS FARGO COMMERCIAL MORTGAGE TRUST 2018-C43, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2018-C43 (Note A-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-3 Holder) Airport Business Center (May 17th, 2018)

This AMENDED AND RESTATED AGREEMENT BETWEEN NOTE HOLDERS ("Agreement"), dated as of April 24, 2018, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION ("WFB" and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 (as defined below), the "Initial Note A-1 Holder"), WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT OF THE REGISTERED HOLDERS OF THE WELLS FARGO COMMERCIAL MORTGAGE TRUST 2018-C43, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2018-C43 (together with its successors and assigns in interest, in its capacity as owner of Note A-2 (as defined below), the "Note A-2 Holder"), WELLS FARGO BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3 (as defined below), the "Initial Note A-3 Holder" and together with the Initial Note A-1 Holder, the "Initial Note Holders"), amends and restates that Agreement Between Note Holders dated as of Mar

Granite Point Mortgage Trust Inc. – EXECUTION VERSION SERVICING AGREEMENT Dated as of May 9, 2018 by and Among GPMT 2018-Fl1, LTD. "Issuer" WILMINGTON TRUST, NATIONAL ASSOCIATION "Trustee" WELLS FARGO BANK, NATIONAL ASSOCIATION "Note Administrator" GPMT SELLER LLC "Advancing Agent" WELLS FARGO BANK, NATIONAL ASSOCIATION "Servicer" TRIMONT REAL ESTATE ADVISORS, LLC "Special Servicer" and PARK BRIDGE LENDER SERVICES LLC "Operating Advisor" 24531587.11.BUSINESS (May 16th, 2018)
New Senior Investment Group Inc. – LOAN AGREEMENT Dated as of May 14, 2018 Between THE ENTITIES LISTED ON SCHEDULE I-A, as Borrower and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Lender (May 16th, 2018)

THIS LOAN AGREEMENT, dated as of May 14, 2018 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this Agreement), between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a banking association chartered under the laws of the United States of America, having an address at 383 Madison Avenue, New York, New York 10179 (Lender) and THE ENTITIES LISTED ON SCHEDULE I-A, each either a Delaware limited liability company or Delaware limited partnership, having its principal place of business at c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 45th Floor, New York, New York 10105 (each, an Individual Borrower and collectively, Borrower).

Phillips Edison Grocery Center REIT III, Inc. – Dealer Manager Agreement (May 16th, 2018)

Phillips Edison Grocery Center REIT III, Inc., a Maryland corporation (the "Company"), is registering for public sale a maximum of up to $1.7 billion in shares (the "Shares") of its common stock, $0.01 par value per share (the "Offering"), to be issued and sold (consisting of up to $1.5 billion in any combination of Class T shares, to be offered in the primary portion of the Offering at an initial purchase price of $10.42 per share, Class I shares, to be offered in the primary portion of the Offering at an initial purchase price of $10.00 per share, and $0.2 billion in Class T and Class I shares to be offered pursuant to the Company's distribution reinvestment plan at a purchase price of $9.80 per share, all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1.1 below). The Company reserves the right to reallocate the Shares offered between the primary portion of the Offering and the distribution reinvestment plan, and among classes of

New Senior Investment Group Inc. – LOAN AGREEMENT Dated as of May 14, 2018 Between NIC 12 OWNER LLC and NIC 13 OWNER LLC, as Borrower and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Lender (May 16th, 2018)

THIS MEZZANINE LOAN AGREEMENT, dated as of May 14, 2018 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this Agreement), between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a banking association chartered under the laws of the United States of America, having an address at 383 Madison Avenue, New York, New York 10179 (Lender) and NIC 12 OWNER LLC and NIC 13 OWNER LLC, each a Delaware limited liability company, having its principal place of business at c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 45th Floor, New York, New York 10105 (each, an Individual Borrower and collectively, Borrower).

BANK OF AMERICA CORPORATION 6.000% NON-CUMULATIVE PREFERRED STOCK, SERIES GG DEPOSIT AGREEMENT Among BANK OF AMERICA CORPORATION, COMPUTERSHARE INC., and COMPUTERSHARE TRUST COMPANY, N.A., Together, the Depository, and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of May 15, 2018 (May 16th, 2018)

THIS DEPOSIT AGREEMENT dated as of May 15, 2018 (this Agreement), among (i) BANK OF AMERICA CORPORATION, a Delaware corporation (the Corporation), (ii) COMPUTERSHARE INC., a Delaware corporation (Computershare), and COMPUTERSHARE TRUST COMPANY, N.A., a national banking association and the wholly-owned subsidiary of Computershare (the Trust Company and together with Computershare, the Depository), and (iii) the Holders from time to time of the Receipts described in this Agreement.

Granite Point Mortgage Trust Inc. – EXECUTION VERSION AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT AND SECURITIES CONTRACT Dated as of May 9, 2018 Between GP COMMERCIAL WF LLC, as Seller and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Buyer LEGAL02/38049601v7 (May 16th, 2018)
Phillips Edison Grocery Center REIT III, Inc. – Amended and Restated Advisory Agreement by and Among Phillips Edison Grocery Center Reit Iii, Inc., Phillips Edison Grocery Center Operating Partnership Iii, L.P. And Peco-Griffin Reit Advisor, Llc (May 16th, 2018)
[Mcguirewoods Llp Letterhead] (May 16th, 2018)
Granite Point Mortgage Trust Inc. – Issue the U.S.$94,022,414 Aggregate Notional Amount Preferred Shares (The "Preferred Shares" And, Together With the Notes, the "Securities"); And WHEREAS, the Issuer Intends to Pledge the Collateral Interests Purchased Hereunder by the Issuer to the Trustee as Security for the Notes. NOW, THEREFORE, the Parties Hereto Agree as Follows: 1. Defined Terms. Capitalized Terms Used and Not Otherwise Defined Herein Shall Have the Same Meanings Ascribed to Such Terms in the Indenture. "Assignment of Leases, Rents and Profits": With Respect to Any Mortgage, an Assignment of Leases, Rents and Profits Th (May 16th, 2018)
CREDIT AGREEMENT Dated as of May 10, 2018 Among (May 16th, 2018)

This CREDIT AGREEMENT (Agreement) is entered into as of May 10, 2018, among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the Borrower), each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), TORONTO DOMINION (TEXAS) LLC, as Administrative Agent, and THE TORONTO-DOMINION BANK, NEW YORK BRANCH, as L/C Issuer and as Swing Line Lender.

Level Brands, Inc. – Advisory Agreement (May 15th, 2018)

THIS ADVISORY AGREEMENT (the "Agreement") is made this 8th day of March 2018 (the "Effective Date") by and between LEVEL BRANDS, INC., a North Carolina corporation (the "Company") with its principal place of business located at 4521 Sharon Road, Suite 470, Charlotte, NC 28211 and STEPHEN ROSEBERRY, an individual (the "Advisor"), with his principal offices located in care of P.O. Box 1410, Rancho Mirage, CA 92270.

Level Brands, Inc. – State of North Carolina (May 15th, 2018)

THIS SUBLEASE is made and entered into this 11th day of April, 2018, by and between 4th Floor Properties, LLC, hereinafter referred to as "Sublessor" and Level Brands, Inc., a North Carolina corporation, hereinafter referred to as "Sublessee".

Level Brands, Inc. – Advisory Agreement (May 15th, 2018)

THIS ADVISORY AGREEMENT (the "Agreement") is made this 8th day of March 2018 (the "Effective Date") by and between LEVEL BRANDS, INC., a North Carolina corporation (the "Company") with its principal place of business located at 4521 Sharon Road, Suite 450, Charlotte, NC 28211 and TOMMY MEHAREY, an individual (the "Advisor"), with his principal offices located in care of P.O. Box 1410, Rancho Mirage, CA 92270.