North Carolina Sample Contracts

Duke Energy Indiana, Inc. – Restricted Stock Unit Award Agreement (February 21st, 2018)

Duke Energy Corporation (the "Corporation") grants to the individual named below ("Grantee"), in accordance with the terms of the Duke Energy Corporation 2015 Long-Term Incentive Plan, as it may be amended from time to time (the "Plan") and this Restricted Stock Unit Award Agreement (the "Agreement"), the following number of Restricted Stock Units (the "Award"), on the Date of Grant set forth below:

Taylor Morrison Home Corporatio – EXECUTION VERSION [[3679594v16]] AMENDMENT NO. 5 Dated as of January 26, 2018 (This "Amendment"), to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 13, 2011 (As Amended, Supplemented or Otherwise Modified Prior to the Date Hereof, the "Credit Agreement"), Among TAYLOR MORRISON COMMUNITIES, INC., a Delaware Corporation (The "U.S. Borrower"), TMM HOLDINGS LIMITED PARTNERSHIP, a British Columbia Limited Partnership ("Holdings"), TAYLOR MORRISON HOLDINGS II, INC. (F/K/a MONARCH COMMUNITIES INC., and the Surviving Corporation of the Amalgamation With Taylor Morrison Communities I (February 21st, 2018)
G1 Therapeutics, Inc. – G1 THERAPEUTICS, INC. Non-Qualified Stock Option Grant Notice (February 21st, 2018)
Notice of Grant of Restricted Stock Unit Award (Time-Vesting) (February 21st, 2018)

FOR GOOD AND VALUABLE CONSIDERATION, Sealed Air Corporation (the "Company") hereby grants this Restricted Stock Unit Award (the "Award") of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the "Notice") to the Grantee designated in this Notice, pursuant to the provisions of the Company's 2014 Omnibus Incentive Plan (the "Plan") and subject to certain restrictions as outlined below in this Notice and the additional provisions set forth in the attached Terms and Conditions of Restricted Stock Units Award (the "Terms"). Together, this Notice, the attached Terms, and all Exhibits and Appendices to this Notice and the Terms constitute the "Agreement." The terms and conditions of the Plan are incorporated by reference in their entirety into this Agreement. When used in this Agreement, the terms that are defined in the Plan shall have the meanings given to them in the Plan, as modified herein (if applicable).

Notice of Grant of Restricted Stock Award (Time-Vesting) Sealed Air Corporation (February 21st, 2018)

FOR GOOD AND VALUABLE CONSIDERATION, Sealed Air Corporation (the "Company") hereby grants this Restricted Stock Award (the "Award") of the number of shares of Restricted Stock set forth in this Notice of Grant of Restricted Stock Award (the "Notice") to the Grantee designated in this Notice, pursuant to the provisions of the Company's 2014 Omnibus Incentive Plan (the "Plan") and subject to certain restrictions as outlined below in this Notice and the additional provisions set forth in the attached Terms and Conditions of Restricted Stock Award (the "Terms"). Together, this Notice, the attached Terms, and all Exhibits and Appendices to this Notice and the Terms constitute the "Agreement." The terms and conditions of the Plan are incorporated by reference in their entirety into this Agreement. When used in this Agreement, the terms that are defined in the Plan shall have the meanings given to them in the Plan, as modified herein (if applicable).

Severance Agreement (February 21st, 2018)

THIS SEVERANCE AGREEMENT (Agreement) is made on this 16th day of February, 2018 (the Effective Date), by and between Forum Energy Technologies, Inc., a Delaware corporation (the Company), and Pablo G. Mercado (Executive).

SPX Corporation – Spx Corporation Life Insurance Plan for Key Managers (February 21st, 2018)

SPX Corporation (the "Corporation") established the SPX Corporation Life Insurance Plan for Key Managers (the "Plan") originally on January 1, 1986 for the purpose of attracting and retaining competent key managers. The Plan is hereby amended and restated effective as of September 26, 2015 ("Effective Date").

TERM LOAN AGREEMENT Dated as of October 27, 2017, by and Among OWENS CORNING, as Borrower, the Lenders Referred to Herein, as Lenders, and JPMORGAN CHASE BANK, N.A., as Administrative Agent CITIBANK, N.A. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agents and JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC. And WELLS FARGO SECURITIES, LLC, as Joint Lead Arrangers and Joint Bookrunners (February 21st, 2018)

TERM LOAN AGREEMENT, dated as of October 27, 2017, by and among OWENS CORNING, a Delaware corporation (the "Borrower"), the lenders signatory hereto and the lenders who may become a party to this Agreement pursuant to the terms hereof (collectively with the lenders signatory hereto, the "Lenders") and JPMORGAN CHASE BANK, N.A., a national banking association, as Administrative Agent (the "Administrative Agent") for the Lenders.

Notice of Grant of Restricted Stock Unit Award (Stock Leverage Opportunity) Sealed Air Corporation (February 21st, 2018)

FOR GOOD AND VALUABLE CONSIDERATION, Sealed Air Corporation (the "Company") hereby grants this Restricted Stock Unit Award (the "Award") of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the "Notice") to the Grantee designated in this Notice, pursuant to the provisions of the Company's 2014 Omnibus Incentive Plan (the "Plan") and subject to certain restrictions as outlined below in this Notice and the additional provisions set forth in the attached Terms and Conditions of Restricted Stock Units Award (the "Terms"). Together, this Notice, the attached Terms, and all Exhibits and Appendices to this Notice and the Terms constitute the "Agreement." The terms and conditions of the Plan are incorporated by reference in their entirety into this Agreement. When used in this Agreement, the terms that are defined in the Plan shall have the meanings given to them in the Plan, as modified herein (if applicable).

Duke Energy Indiana, Inc. – Performance Award Agreement (February 21st, 2018)

Duke Energy Corporation (the "Corporation") grants to the individual named below ("Grantee"), in accordance with the terms of the Duke Energy Corporation 2015 Long-Term Incentive Plan, as it may be amended from time to time (the "Plan") and this Performance Award Agreement (the "Agreement"), the following number of Performance Shares (the "Award"), on the Date of Grant set forth below:

Separation Agreement and Release of All Claims (February 21st, 2018)

This Separation Agreement and Release of all Claims (the "Agreement") is made and entered into by and between Convergys Corporation for itself and on behalf of its subsidiaries and related entities (collectively referred to as "CONVERGYS") and Marge Connelly ("EMPLOYEE").

Notice of Grant of Restricted Stock Unit Award (Performance-Vesting) Sealed Air Corporation 2014 Omnibus Incentive Plan (February 21st, 2018)

FOR GOOD AND VALUABLE CONSIDERATION, Sealed Air Corporation (the "Company") hereby grants this Restricted Stock Unit Award (the "Award") of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the "Notice") to the Grantee designated in this Notice, pursuant to the provisions of the Company's 2014 Omnibus Incentive Plan (the "Plan") and subject to certain restrictions as outlined below in this Notice and the additional provisions set forth in the attached Terms and Conditions of Restricted Stock Units Award (the "Terms"). Together, this Notice, the attached Terms, and all Exhibits and Appendices to this Notice and the Terms constitute the "Agreement." The terms and conditions of the Plan are incorporated by reference in their entirety into this Agreement. When used in this Agreement, the terms that are defined in the Plan shall have the meanings given to them in the Plan, as modified herein (if applicable).

364-Day TERM LOAN AGREEMENT Dated as of October 27, 2017, by and Among OWENS CORNING, as Borrower, the Lenders Referred to Herein, as Lenders, and JPMORGAN CHASE BANK, N.A., as Administrative Agent CITIBANK, N.A. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agents and JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC. And WELLS FARGO SECURITIES, LLC, as Joint Lead Arrangers and Joint Bookrunners (February 21st, 2018)

364-DAY TERM LOAN AGREEMENT, dated as of October 27, 2017, by and among OWENS CORNING, a Delaware corporation (the "Borrower"), the lenders signatory hereto and the lenders who may become a party to this Agreement pursuant to the terms hereof (collectively with the lenders signatory hereto, the "Lenders") and JPMORGAN CHASE BANK, N.A., a national banking association, as Administrative Agent (the "Administrative Agent") for the Lenders.

Severance Agreement (February 21st, 2018)

THIS SEVERANCE AGREEMENT (Agreement) is made on this 16th day of February, 2018 (the Effective Date), by and between Forum Energy Technologies, Inc., a Delaware corporation (the Company), and Michael D. Danford (Executive).

SPX Corporation – Schedule of Benefits (February 21st, 2018)

This benefits booklet provides information about the SPX Corporation Executive Long-Term Disability Plan (the Plan) effective for disabilities beginning on or after July 1, 2015. For disabilities beginning prior to July 1, 2015, the Plan Document in effect prior to this restatement (and as may be amended) shall provide the terms and conditions of any Plan benefits.

The Purpose of This Letter Agreement (This Confirmation) Is to Confirm the Terms and Conditions of the Transaction Entered Into Between [Dealer] (Dealer), Through Its Agent [Agent] (The Agent), and Duke Energy Corporation (Counterparty), on the Trade Date Specified Below (The Transaction). This Confirmation Constitutes a Confirmation as Referred to in the Agreement Specified Below. This Confirmation Is a Confirmation for Purposes of Rule 10b-10 Promulgated Under the Securities Exchange Act of 1934, as Amended (The Exchange Act). (February 20th, 2018)

This Confirmation evidences a complete and binding agreement between Dealer and Counterparty as to the terms of the Transaction to which this Confirmation relates and supersedes all prior or contemporaneous written or oral communications with respect thereto. This Confirmation, together with any other Confirmations for registered forward transactions entered into between Dealer and Counterparty (each, an Additional Confirmation), shall supplement, form a part of, and be subject to an agreement (the Agreement) in the form of the 1992 ISDA Master Agreement (Multicurrency Cross Border) as if Dealer and Counterparty had executed an agreement in such form (without any Schedule but with the elections set forth in this Confirmation) on the Trade Date. The Transaction and the Transactions to which the Additional Confirmations, if any, relate (each, an Additional Transaction) shall be the sole Transactions under the Agreement. If there exists any ISDA Master Agreement between Dealer and Count

Air T, Inc. – Prepared By: Daniel A. Merlin, Esq. Alexander Ricks PLLC 4601 Park Road, Suite 580 Charlotte, NC 28209 After Recording Return To: Frederick H. Ladner Fabyanske, Westra, Hart & Thomson, P.A. (February 20th, 2018)
Sealed Air Corporation Executive Severance Plan (February 20th, 2018)

Sealed Air Corporation (the Plan Sponsor), on behalf of each participating entity included as the Company, hereby adopts the Sealed Air Corporation Executive Severance Plan (the Plan), effective as of the Effective Date. The Plan is established to provide financial assistance to a Participant whose Employment is terminated due to an Involuntary Termination of Employment occurring on or after the Effective Date. This document is an amendment and restatement of the Plan effective as of February 13, 2018 to reflect a change in design on the calculation of severance benefits. The design changes in this amendment and restatement apply only to an Involuntary Termination of Employment that occurs after such date.

TPG RE Finance Trust, Inc. – TPG REAL ESTATE FINANCE 2018-Fl1 ISSUER, LTD. As Issuer, TPG RE FINANCE TRUST 2018-Fl1 CO-ISSUER, LLC, as Co-Issuer, TPG RE FINANCE TRUST CLO LOAN SELLER, LLC, as Advancing Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Note Administrator INDENTURE Dated as of February 14, 2018 (February 20th, 2018)

INDENTURE, dated as of February 14, 2018, by and among TPG REAL ESTATE FINANCE 2018-FL1 ISSUER, LTD., an exempted company incorporated in the Cayman Islands with limited liability (the Issuer), TPG RE FINANCE TRUST 2018-FL1 CO-ISSUER, LLC, a limited liability company formed under the laws of Delaware (the Co-Issuer), TPG RE FINANCE TRUST CLO LOAN SELLER, LLC, a limited liability company formed under the laws of Delaware, as advancing agent (herein, together with its permitted successors and assigns in the trusts hereunder, the Advancing Agent), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, together with its permitted successors and assigns in the trusts hereunder, the Trustee), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as note administrator, paying agent, calculation agent, transfer agent, authentication agent, custodian, backup advancing agent and notes registrar (in all of the foregoing capaciti

TPG RE Finance Trust, Inc. – Mortgage Asset Purchase Agreement (February 20th, 2018)

This MORTGAGE ASSET PURCHASE AGREEMENT (this Agreement) is made as of February 14, 2017 by and among TPG RE Finance Trust CLO Loan Seller, LLC, a Delaware limited liability company (the Seller), TPG Real Estate Finance 2018-FL1 Issuer, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the Issuer), TPG RE Finance Trust Holdco, LLC, a Delaware limited liability company (Holdco and, together with the Seller, the Seller Parties), and, solely as to Section 4(k), TPG RE Finance Trust, Inc., a Maryland corporation (TRTX).

TD Ameritrade – CREDIT AGREEMENT Dated as of February 16, 2018 Among TD AMERITRADE HOLDING CORPORATION, as Borrower the Lenders Party Hereto, BARCLAYS BANK PLC, as Syndication Agent and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent WELLS FARGO SECURITIES, LLC and BARCLAYS BANK PLC, as Joint Bookrunners and Joint Lead Arrangers (February 20th, 2018)

CREDIT AGREEMENT dated as of February 16, 2018, among TD AMERITRADE HOLDING CORPORATION, a Delaware 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, as syndication agent (the Syndication Agent), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the Administrative Agent).

Coca-Cola Bottling Co. Consolidated – Separation Agreement and Release (February 20th, 2018)

This Separation Agreement and Release (this Agreement) is entered into as of February 14, 2018, by and between Coca-Cola Bottling Co. Consolidated, a Delaware corporation (the Company), and Clifford M. Deal, III (Executive).

TPG RE Finance Trust, Inc. – SERVICING AGREEMENT Dated as of February 14, 2018 by and Among TPG REAL ESTATE FINANCE 2018-Fl ISSUER, LTD. Issuer WILMINGTON TRUST, NATIONAL ASSOCIATION Trustee WELLS FARGO BANK, NATIONAL ASSOCIATION Note Administrator TPG RE FINANCE TRUST CLO LOAN SELLER, LLC Advancing Agent WELLS FARGO BANK, NATIONAL ASSOCIATION Servicer SITUS HOLDINGS, LLC Special Servicer and PARK BRIDGE LENDER SERVICES LLC Operating Advisor (February 20th, 2018)

THIS SERVICING AGREEMENT dated as of February 14, 2018 is by and among TPG REAL ESTATE FINANCE 2018-FL1 ISSUER, LTD. (the Issuer), an exempted company incorporated under the laws of the Cayman Islands, WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (the Trustee), WELLS FARGO BANK, NATIONAL ASSOCIATION, as note administrator (in such capacity, the Note Administrator), TPG RE FINANCE TRUST CLO LOAN SELLER, LLC, as advancing agent (the Advancing Agent), WELLS FARGO BANK, NATIONAL ASSOCIATION, as servicer (the Servicer), SITUS HOLDINGS, LLC, as special servicer (the Special Servicer), and PARK BRIDGE LENDER SERVICES LLC, as operating advisor (the Operating Advisor).

InPoint Commercial Real Estate Income, Inc. – MASTER REPURCHASE AGREEMENT COLUMN FINANCIAL, INC., as Administrative Agent (The "Administrative Agent"), CREDIT SUISSE AG, a Company Incorporated in Switzerland, Acting Through Its CAYMAN ISLANDS BRANCH and ALPINE SECURITIZATION LTD, an Exempted Company Organized Under the Laws of the Cayman Islands, as Buyers (The "Buyers") and InPoint CS Loan, LLC, as Seller ("Seller") Dated: February 15, 2018 (February 16th, 2018)

This is a MASTER REPURCHASE AGREEMENT (the "Agreement"), dated as of February 15, 2018, by and among COLUMN FINANCIAL, INC., (the "Administrative Agent") on behalf of buyers, including but not limited to Credit Suisse AG, a company incorporated in Switzerland, acting through its Cayman Islands Branch ("CS Cayman" and a "Buyer") and Alpine Securitization LTD, an exempted company organized under the laws of the Cayman Islands ("Alpine" and a "Buyer", and collectively, with CS Cayman, the "Buyers") and InPoint CS Loan, LLC, a Delaware limited liability company (the "Seller").

Lone Star Gold, Inc. – Employment Agreementprivate (February 16th, 2018)

THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into this 12th day of February, 2018, ("Effective Date") by and between Lone Star Gold, Inc., a Nevada corporation (the "Corporation"), and William R. Alessi, Jr. (the "Employee").

Allscripts Healthcare Solutions – Asset Purchase Agreement (February 16th, 2018)

THIS ASSET PURCHASE AGREEMENT, dated as of February 15, 2018 (this "Agreement"), is entered into by and among Allscripts Healthcare, LLC, a North Carolina limited liability company ("Allscripts LLC"), PF2 EIS LLC, a Delaware limited liability company and wholly-owned subsidiary of Allscripts LLC ("EIS"), and Allscripts Software, LLC, a Delaware limited liability company ("Allscripts Software," and, together with Allscripts LLC, and EIS, "Seller Group"), Allscripts Healthcare Solutions, Inc., a Delaware corporation ("Seller Parent"), and Hyland Software, Inc., an Ohio corporation ("Purchaser"). Capitalized terms used in this Agreement but not otherwise defined will have the meanings set forth in Annex A to this Agreement.

Allscripts Healthcare Solutions – Replacement Facility Amendment (February 15th, 2018)

SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement"), dated as of February 15, 2018, among Allscripts Healthcare Solutions, Inc., a Delaware corporation (the "Borrower"), Allscripts Healthcare, LLC, a North Carolina limited liability company (the "Co-Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders"), Fifth Third Bank, KeyBank National Association, SunTrust Bank and Wells Fargo Bank, National Association, as syndication agents (in such capacity, each a "Syndication Agent" and together the "Syndication Agents"), Bank of America, N.A., U.S. Bank, National Association, Royal Bank of Canada, Deutsche Bank Securities Inc. and BMO Harris Bank, N.A. (in such capacity, each a "Co-Documentation Agent" and together the "Co-Documentation Agents") and JPMorgan Chase Bank, N.A., as administrative agent.

Morgan Stanley Capital I Trust 2017-HR2 – Contract (February 15th, 2018)
Severance/Change in Control Agreement (February 9th, 2018)

THIS SEVERANCE/CHANGE IN CONTROL AGREEMENT (the "Agreement"), is made and entered into this ____ day of ________________, by and between Hanesbrands Inc., a Maryland corporation (the "Company"), and _________________ ("Executive").

Fourth Amended and Restated Credit Agreement (February 7th, 2018)
Highwoods Realty Ltd Partnership – Equity Distribution Agreement (February 7th, 2018)
JPMDB Commercial Mortgage Securities Trust 2017-C7 – DEUTSCHE MORTGAGE & ASSET RECEIVING CORPORATION, Depositor, Wells Fargo Bank, National Association, Master Servicer, LNR Partners, LLC, Special Servicer, Wilmington Trust, National Association, Trustee, Wells Fargo Bank, National Association, Certificate Administrator, Paying Agent and Custodian, Park Bridge Lender Services Llc, Operating Advisor, and Park Bridge Lender Services Llc, Asset Representations Reviewer POOLING AND SERVICING AGREEMENT Dated as of November 1, 2017 CD 2017-Cd6 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2017-Cd6 (February 7th, 2018)

Pooling and Servicing Agreement, dated as of November 1, 2017, between Deutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells Fargo Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee, Wells Fargo Bank, National Association, as Certificate Administrator, Paying Agent and Custodian, Park Bridge Lender Services LLC, as Operating Advisor, and Park Bridge Lender Services LLC, as Asset Representations Reviewer.

Motus GI Holdings, Inc. – Supply Agreement (February 7th, 2018)

THIS SUPPLY AGREEMENT (this "Agreement") is made and entered into as of September_1_, 2017 (the "Effective Date"), by and between Polyzen, Inc., a North Carolina corporation with its principal office located at 1041 Classic Road, Apex, North Carolina 27539 ("Polyzen"), and Motus GI Medical Technologies Ltd., an, Israeli company with its principal office located at Keren Hayesod 22, Tirat Carmel, Israel, 3902638 ("Company").

Highwoods Realty Ltd Partnership – ($.01 Par Value) EQUITY DISTRIBUTION AGREEMENT (February 7th, 2018)
CSAIL 2017-CX10 Commercial Mortgage Trust – Contract (February 6th, 2018)