North Dakota Sample Contracts

Cactus, Inc. – CREDIT AGREEMENT Dated as of July 31, 2014, Among CACTUS WELLHEAD, LLC, THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent and Collateral Agent (January 12th, 2018)

CREDIT AGREEMENT dated as of July 31, 2014 (this Agreement), among CACTUS WELLHEAD, LLC, a Delaware limited liability company (the Borrower)), the Lenders (such term and each other capitalized term used but not defined in these introductory statements having the meaning given it in Article I) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the Administrative Agent) and as collateral agent (in such capacity, including any successor thereto, the Collateral Agent) for the Lenders.

Forum Merger Corp – Avaya Inc. Reseller Master Terms and Conditions (January 12th, 2018)

This Reseller Agreement (Agreement) is made effective as of Jul 03 2002 (Effective Date) by and between Avaya Inc. (Avaya) a Delaware corporation with offices at 211 Mt Airy Rd, Basking Ridge, NJ 07920 and North American Communications Resource, Inc. dba NACR, Inc., (Reseller) a Minnesota corporation, with offices located at 3344 Highway 149, Eagan, MN 55121.

St. Mary Land – PURCHASE AND SALE AGREEMENT BETWEEN SM ENERGY COMPANY as Seller and CONVERSE ENERGY ACQUISITIONS, LLC as Buyer DATED January 8, 2018 (January 11th, 2018)

THIS PURCHASE AND SALE AGREEMENT (this Agreement) is made as of January 8, 2018 (the Execution Date) between SM ENERGY COMPANY, a Delaware corporation (SM Energy) and CONVERSE ENERGY ACQUISITIONS, LLC, a Delaware limited liability company (Buyer). SM Energy and Buyer shall sometimes be referred to herein together as the Parties, and each individually as a Party.

US$ 970,000,000 TERM LOAN CREDIT AGREEMENT Dated as of January 2, 2018 by and Among BEACON ROOFING SUPPLY, INC., as the Borrower, the LENDERS Referred to Herein, CITIBANK, N.A., as Administrative Agent and Collateral Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, CITIGROUP GLOBAL MARKETS INC., WELLS FARGO SECURITIES, LLC, J.P. MORGAN SECURITIES LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and SUNTRUST ROBINSON HUMPHREY, INC., Each as a Joint Lead Arranger and Joint Bookrunner (January 5th, 2018)

TERM LOAN CREDIT AGREEMENT, dated as of January 2, 2018, by and among BEACON ROOFING SUPPLY, INC., a Delaware corporation, as 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, as Lenders, and CITIBANK, N.A., as Administrative Agent for the Lenders.

AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 2, 2018 by and Among BEACON ROOFING SUPPLY, INC., as Holdings, BEACON SALES ACQUISITION, INC., THE SUBSIDIARIES OF HOLDINGS PARTIES HERETO as US Borrowers, BEACON ROOFING SUPPLY CANADA COMPANY, as Canadian Borrower, the Parties Referred to Herein, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Bank and WELLS FARGO BANK, NATIONAL ASSOCIATION, CITIGROUP CAPITAL MARKETS INC., BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A. And SUNTRUST ROBINSON HUMPHREY, INC. Each as a Joint L (January 5th, 2018)

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of January 2, 2018, by and among Beacon Roofing Supply, Inc., a Delaware corporation, as Holdings, Beacon Sales Acquisition, Inc., a Delaware corporation, as a US Borrower, the Subsidiaries of Holdings set forth on Schedule 1.1(h), each as a US Borrower, Beacon Roofing Supply Canada Company, an unlimited liability company organized under the laws of Nova Scotia, as a Canadian 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, as lenders, Wells Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders, and Wells Fargo Bank, National Association, Citigroup Capital Markets Inc., Bank of America, N.A., JPMorgan Chase Bank, N.A. and SunTrust Robinson Humphrey, Inc., each as a Joint Lead Arranger and Joint Bookrunner.

EMC Insurance Group, Inc. – SEMI-ANNUAL AGGREGATE CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT Issued To (January 3rd, 2018)

This Semi-Annual Aggregate Catastrophe Excess of Loss Reinsurance Contract (the "Contract") is hereby made by and between Employers Mutual Casualty Company ("EMCC") as the Reinsurer and Dakota Fire Insurance Company, EMCASCO Insurance Company, and Illinois EMCASCO Insurance Company (collectively, the "Companies") as the Reinsureds.

Sunrun Inc. – CREDIT AGREEMENT Among SUNRUN NEPTUNE PORTFOLIO 2016-A, LLC, as Borrower, SUNTRUST BANK, as Administrative Agent, ING CAPITAL LLC, as LC Issuer, and the Lenders From Time to Time Party Hereto Dated as of May 9, 2017 SUNTRUST ROBINSON HUMPHREY, INC. And ING CAPITAL LLC Coordinating Lead Arrangers SUNTRUST ROBINSON HUMPHREY, INC., ING CAPITAL LLC, and SILICON VALLEY BANK Joint Bookrunners (December 29th, 2017)

CREDIT AGREEMENT, dated as of May 9, 2017 (this "Agreement"), among Sunrun Neptune Portfolio 2016-A, LLC, a Delaware limited liability company (the "Borrower"), the financial institutions as Lenders from time to time party hereto (each individually a "Lender" and, collectively, the "Lenders"), SunTrust Bank, as Administrative Agent for the Lenders (in such capacity, and together with its successors and permitted assigns, the "Administrative Agent") and ING Capital LLC, as LC Issuer.

C&J Energy Services Ltd. – Employment Agreement (December 19th, 2017)

This Employment Agreement (this Agreement) is entered into as of December 14, 2017 (the Effective Date) by and between C&J Energy Services, Inc., a Delaware company (the Company), and Vic Joyce (Executive), and is effective as of the Effective Date.

32,000,000 Shares OASIS PETROLEUM INC. COMMON STOCK PAR VALUE $0.01 PER SHARE Underwriting Agreement (December 13th, 2017)

Oasis Petroleum Inc., a Delaware corporation (the "Company"), proposes to issue and sell to the underwriters named in Schedule 1 hereto (the "Underwriters"), an aggregate of 32,000,000 shares (the "Firm Shares") of the common stock, par value $0.01 per share, of the Company (the "Common Stock"). The Company also proposes to sell to the Underwriters, at the option of the Underwriters, up to an additional 4,800,000 shares of Common Stock (the "Option Shares"). The Firm Shares and the Option Shares are herein referred to as the "Shares."

Coca-Cola Plaza Atlanta, Georgia (December 8th, 2017)

We thank you very much for all of your contributions to the Coca-Cola system. This letter outlines the terms of your separation. All applicable elements of your separation package will be paid under the terms of the relevant policies and plans of The Coca-Cola Company (the "Company").

Fogo de Chao, Inc. – Fogo De Chao, Inc. 2015 Omnibus Incentive Plan NOTICE OF RESTRICTED STOCK AWARD 2017 GrantPerformance Vesting (December 7th, 2017)

You have been granted a restricted stock award (this Award or Restricted Stock) on the following terms and subject to the provisions of Attachment A and the Fogo de Chao, Inc. 2015 Omnibus Incentive Plan (the Plan). Unless defined in this award agreement (including Attachment A and Exhibit A therein, this Agreement), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

Cactus, Inc. – CREDIT AGREEMENT Dated as of July 31, 2014, Among CACTUS WELLHEAD, LLC, THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent and Collateral Agent (November 21st, 2017)

CREDIT AGREEMENT dated as of July 31, 2014 (this Agreement), among CACTUS WELLHEAD, LLC, a Delaware limited liability company (the Borrower)), the Lenders (such term and each other capitalized term used but not defined in these introductory statements having the meaning given it in Article I) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the Administrative Agent) and as collateral agent (in such capacity, including any successor thereto, the Collateral Agent) for the Lenders.

Burlington Stores, Inc. – In the Same Manner as the Following Example: Stricken Text) and to Add the Double-Underlined Text (Indicated Textually in the Same Manner as the Following Example: Double-Underlined Text) as Set Forth in the Pages of the Credit Agreement Attached as Exhibit a Hereto (The "Amended Credit Agreement"). (November 21st, 2017)

BURLINGTON COAT FACTORY WAREHOUSE CORPORATION (in such capacity, the "Borrower"), a corporation organized under the laws of the State of Delaware, with its principal executive offices at 1830 Route 130, Burlington, New Jersey 08016;

Terra Income Fund 6, Inc. – TERRA CAPITAL MARKETS, LLC SECOND AMENDED AND RESTATED DEALER MANAGER AGREEMENT September 30, 2017 (November 20th, 2017)
Cvr Refining Lp – Amendment No. 1 to Amended and Restated Abl Credit Agreement (November 17th, 2017)

WHEREAS, Agent, Lenders, Borrowers and Guarantors have entered into financing arrangements pursuant to which Lenders (or Agent on behalf of Lenders) may make loans and advances and provide other financial accommodations to Borrowers as set forth in the Amended and Restated ABL Credit Agreement, dated as of December 20, 2012, by and among Agent, Lenders, Borrowers and Guarantors (as the same now exists and is amended and supplemented pursuant hereto and may hereafter be further amended, modified, supplemented, extended, renewed, restated or replaced, the "Credit Agreement" or the "Existing Credit Agreement") and the other Credit Documents and have agreed to amend the Existing Credit Agreement and replace it in its entirety in the form of Exhibit A to this Amendment No. 1 pursuant to the terms and conditions of this Amendment No. 1;

Otter Tail Corp. – Note Purchase Agreement (November 16th, 2017)

The Company has duly authorized the issue and sale of $100,000,000 aggregate principal amount of its 4.07% Series 2018A Senior Unsecured Notes due February7, 2048 (the "Notes"). The Notes shall be substantially in the form set out in Exhibit 1 in each case duly completed. As used herein, the term "Notes" means all notes originally delivered pursuant to this Agreement and all notes delivered in substitution or exchange for any of such notes and, where applicable, includes the singular number as well as the plural. The term "Note" means one of the Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a "Schedule" or an "Exhibit" are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Sunoco Logistics Partners Lp – Representing Limited Partner Interests UNDERWRITING AGREEMENT (November 16th, 2017)
Summit Midstream Partners, LP 300,000 9.50% Series a Fixed-To-Floating Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (November 14th, 2017)

Summit Midstream Partners, LP, a Delaware limited partnership (the Partnership), proposes to sell an aggregate of 300,000 9.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (the Units) representing limited partner interests in the Partnership (the Series A Preferred Units) to the underwriters (the Underwriters) named in Schedule I attached to this agreement (this Agreement), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative (in such capacity, the Representative). This Agreement is to confirm the agreement concerning the purchase of the Units from the Partnership by the Underwriters.

Prosper Funding LLC – Contract (November 13th, 2017)
Prosper Funding LLC – Contract (November 13th, 2017)
Eighth Amendment to Second Amended and Restated Loan and Security Agreement and Amendment to Amended and Restated Collateral Pledge Agreement (November 9th, 2017)

This Eighth Amendment to Second Amended and Restated Loan and Security Agreement and Amendment to Amended and Restated Collateral Pledge Agreement, dated as of November 6, 2017 (the "Amendment"), by and among RCM Technologies, Inc. and all of its subsidiaries (collectively, the "Borrowers"), Citizens Bank of Pennsylvania, a Pennsylvania state chartered bank, in its capacity as administrative agent and arranger (the "Agent"), and Citizens Bank of Pennsylvania, as lender (the "Lender").

Performance-Based Restricted Stock Unit Agreement (November 8th, 2017)

THIS AGREEMENT, dated as of August 15, 2017, by and between W. R. BERKLEY CORPORATION, a Delaware corporation (the "Company"), and grantee as set forth on Exhibit A hereto (the "Grantee"). Important jurisdiction-specific modifications to this Agreement are contained in Exhibit B hereto and are incorporated herein by reference.

Fogo de Chao, Inc. – Fogo De Chao, Inc. 2015 Omnibus Incentive Plan NOTICE OF RESTRICTED STOCK AWARD (November 8th, 2017)

You have been granted a restricted stock award (this "Award" or "Restricted Stock") on the following terms and subject to the provisions of Attachment A and the Fogo de Chao, Inc. 2015 Omnibus Incentive Plan (the "Plan"). Unless defined in this award agreement (including Attachment A and Exhibit A therein, this "Agreement"), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 6, 2017 Among RIGNET, INC., as Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer, BBVA COMPASS, as Syndication Agent, and THE LENDERS PARTY HERETO MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Sole Lead Arranger and Sole Bookrunner (November 6th, 2017)

This THIRD AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of November 6, 2017, among RIGNET, INC., a Delaware corporation (the Borrower), the Guarantors (defined herein), the Lenders (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.

Consolidated Agreements Between (November 3rd, 2017)

This arrangement of General Terms ("Terms") shall be applied to and govern all DMS Health Technologies, Inc.'s and its wholly owned entities ("DMS") contracts with Philips Healthcare ("Philips" and collectively with DMS "Parties"), attached hereto as: Schedule A (Master Distributor Agreement #MD228), Schedule B (Independent Manufacturer Representative Agreement #971036), and Schedule C (Service Agreement dated January 1, 2009) (separately "Agreement"; collectively "Agreements"). Schedules A, B, and C set forth the specific products, terms and conditions governing the transactions for each business relationship between the Parties.

Select Energy Services, Inc. – CREDIT AGREEMENT Dated as of November 1, 2017, Among SELECT ENERGY SERVICES, LLC, as Borrower, SES HOLDINGS, LLC, as Parent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Issuing Lender and Swingline Lender, WELLS FARGO BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as Joint Lead Arrangers and Joint Book Runners, and THE LENDERS PARTY HERETO FROM TIME TO TIME as Lenders (November 2nd, 2017)

This Credit Agreement dated as of November 1, 2017 (the Agreement) is among SELECT ENERGY SERVICES, LLC, a Delaware limited liability company (Borrower), (b) SES HOLDINGS, LLC, a Delaware limited liability company (Parent), the Lenders (as defined below), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Swingline Lender (as defined below), Issuing Lender (as defined below), and as Administrative Agent (as defined below) for the Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the Joint Lead Arrangers) and as joint book runners (in such capacity, together with their successors and assigns in such capacity, the Joint Book Runners).

Otter Tail Corp. – Fifth Amendment to Second Amended and Restated Credit Agreement (November 2nd, 2017)

THIS FIFTH AMENDMENT (this "Amendment"), dated as of October 31, 2017, amends and modifies that certain Second Amended and Restated Credit Agreement, dated as of October 29, 2012 (as amended by the First Amendment thereto dated October 29, 2013, the Second Amendment thereto dated November 3, 2014, the Third Amendment thereto dated October 29, 2015 and the Fourth Amendment thereto dated October 31, 2016, the "Credit Agreement"), among Otter Tail power company (the "Borrower"), U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the "Agent"), and the Lenders, as defined therein. Terms not otherwise expressly defined herein shall have the meanings set forth in the Credit Agreement.

Otter Tail Corp. – Fifth Amendment to Third Amended and Restated Credit Agreement (November 2nd, 2017)

THIS FIFTH AMENDMENT (this "Amendment"), dated as of October 31, 2017, amends and modifies that certain Third Amended and Restated Credit Agreement, dated as of October 29, 2012 (as amended by the First Amendment thereto dated October 29, 2013, the Second Amendment thereto dated November 3, 2014, the Third Amendment thereto dated October 29, 2015 and the Fourth Amendment thereto dated October 31, 2016, the "Credit Agreement"), among Otter Tail Corporation (the "Borrower"), U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the "Agent"), and the Lenders, as defined therein. Terms not otherwise expressly defined herein shall have the meanings set forth in the Credit Agreement.

Amended and Restated Executive Employment and Severance Agreement (October 26th, 2017)

This Amended and Restated Executive Employment and Severance Agreement (this Agreement) is between James J. Volker (Executive) and Whiting Petroleum Corporation (Whiting and, together with its subsidiaries, the Company) and effective as of November 1, 2017 (the Effective Date).

Executive Employment and Severance Agreement (October 26th, 2017)

This Executive Employment and Severance Agreement (this Agreement) is between Bradley J. Holly (Executive) and Whiting Petroleum Corporation (Whiting and, together with its subsidiaries, the Company) and effective as of November 1, 2017 (the Effective Date).

Mcig Inc – McIg, INC CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM July 1, 2017 2831 St. Rose Parkway, Suite 200 Henderson, NV 89053 Tel: (310) 402-6937 Fax: (321) 421-6616 (October 25th, 2017)

This Confidential Private Placement Memorandum (the "Memorandum") has been prepared by the Company and is being furnished solely for the confidential use of accredited and institutional investors to assist them in evaluating a possible investment in the Company. The contents of the Memorandum are the sole responsibility of the Company. This memorandum was prepared to assist prospective investors in their review of the offering. However, investors must rely on their own examination of the Company and the terms of the offering, including the merits and risk involved. Prospective investors are urged to seek the advice of qualified professionals, including tax advisors and legal counsel, before making an investment decision.

Agree Realty Corporation – $100,000,000 4.19% Senior Guaranteed Notes Due September 20, 2029 Note Purchase Agreement Dated as of August 3, 2017 (October 23rd, 2017)

Agree Limited Partnership, a Delaware limited partnership (the "Company"), and Agree Realty Corporation, a Maryland corporation operating as a real estate investment trust (the "Parent Guarantor"), jointly and severally, agree with each of the purchasers whose names appear at the end hereof (each, a "Purchaser" and, collectively, the "Purchasers") as follows:

Agree Realty Corporation – Agree Limited Partnership (October 23rd, 2017)

Agree Limited Partnership, a Delaware limited partnership (the "Company"), and Agree Realty Corporation, a Maryland corporation operating as a real estate investment trust (the "Parent Guarantor"), jointly and severally, agree with AIG Asset Management (U.S.), LLC, a Delaware limited liability company ("AIG") and each AIG Affiliate (as defined herein) which becomes bound by this Agreement as provided herein (each, a "Purchaser" and, collectively, the "Purchasers") as follows. Certain capitalized and other terms used in this Agreement are defined in Schedule A; and references to a "Schedule" or an "Exhibit" are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Agree Realty Corporation – Agree Limited Partnership (October 23rd, 2017)

Agree Limited Partnership, a Delaware limited partnership (the "Company"), and Agree Realty Corporation, a Maryland corporation operating as a real estate investment trust (the "Parent Guarantor"), jointly and severally, agree with Teachers Insurance and Annuity Association of America ("TIAA") and each TIAA Affiliate (as defined herein) which becomes bound by this Agreement as provided herein (each, a "Purchaser" and, collectively, the "Purchasers") as follows. Certain capitalized and other terms used in this Agreement are defined in Schedule A; and references to a "Schedule" or an "Exhibit" are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Bandwidth Inc. – Master Service Agreement (October 13th, 2017)

This Master Service Agreement (Agreement) is made this 14th day of March, 2008 between LEVEL 3 COMMUNICATIONS, LLC (Level 3) and Vixxi Solutions Inc. (Customer). This Agreement provides the general terms and conditions applicable to Customers purchase of communications services (Service) from Level 3.