North Dakota Sample Contracts

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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.

U.S. Energy Corp. – Purchase and Sale Agreement (October 10th, 2017)

This Agreement ("Agreement") is executed on October 3, 2017 (the "Execution Date") by and between ENERGY ONE LLC, a Wyoming limited liability company and a wholly-owned subsidiary of U.S. Energy Corp. ("Seller"), and STATOIL OIL & GAS LP, a Delaware limited partnership ("Buyer"). Each of Seller and Buyer is sometimes referred to herein as a "Party" and collectively as the "Parties".

GWG Holdings, Inc. – Form of Soliciting Dealer Agreement With Emerson Equity, Llc (October 10th, 2017)

Emerson Equity, LLC (the "Dealer Manager") entered into a dealer manager agreement, dated as of ____________, 2017 (the "Dealer Manager Agreement"), with GWG Holdings, Inc., a Delaware corporation (the "Company"), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the "Offering") of up to $1,000,000,000 in aggregate principal amount of the Company's L Bonds ("L Bonds"). The L Bonds will be sold in "Units" at a public offering price of $1,000 per Unit. The Offering will commence on the initial Effective Date (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Dealer Manager Agreement.

Investors Real Estate Trust – THIRD AMENDMENT TO THE AGREEMENT OF LIMITED PARTNERSHIP OF IRET PROPERTIES, a NORTH DAKOTA LIMITED PARTNERSHIP DESIGNATION OF 6.625% SERIES C CUMULATIVE REDEEMABLE PREFERRED UNITS October 2, 2017 (October 2nd, 2017)

Pursuant to Section 4.02 and Article XI of the Agreement of Limited Partnership, as amended by the First Amendment to the Agreement of Limited Partnership and the Second Amendment to the Agreement of Limited Partnership, (the Partnership Agreement) of IRET Properties, A North Dakota Limited Partnership, a North Dakota limited partnership (the Partnership), the General Partner hereby amends the Partnership Agreement as follows in connection with the issuance of up to 8,000,000 shares of 6.625% Series C Cumulative Redeemable Preferred Shares, no par value per share (the Series C Preferred Shares) of the Investors Real Estate Trust (the Trust) and the issuance to the General Partner of Series C Preferred Units (as defined below) in exchange for the contribution by Trust of the net proceeds from the issuance and sale of the Series C Preferred Shares:

Oasis Midstream Partners LP – Credit Agreement Dated as of September 25, 2017 Among Oasis Midstream Partners Lp, as Parent, Omp Operating Llc, as Borrower, Wells Fargo Bank, N.A., as Administrative Agent and the Lenders Party Hereto Sole Lead Arranger and Sole Bookrunner Wells Fargo Securities, Llc (September 29th, 2017)

THIS CREDIT AGREEMENT dated as of September 25, 2017, is among: Oasis Midstream Partners LP, a Delaware limited partnership (the Parent); OMP Operating LLC, a Delaware limited liability company (the Borrower); each of the Lenders from time to time party hereto; and Wells Fargo Bank, N.A. (in its individual capacity, Wells Fargo), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the Administrative Agent).

Pruco Life Insurance Co – [PRUDENTIAL FINANCIAL LOGO] Pruco Life Insurance Company Phoenix, Arizona 85014 a Prudential Company (September 29th, 2017)

This is an annuity contract. Subject to the provisions of the Contract, and in consideration of the Purchase Payments you make and we accept, we will make Annuity Payments starting on the Annuity Date shown on the Contract Data pages. A death benefit is payable before the Annuity Date.

Pruco Life Insurance Co – [PRUDENTIAL LOGO] Pruco Life Insurance Company 2999 North 44th Street, Suite 250 Phoenix, Arizona 85014 a Stock Prudential Financial Company (September 29th, 2017)

This is an annuity contract. Subject to the provisions of the Contract, and in consideration of any Purchase Payments you make and we accept, we will make Annuity Payments starting on the Annuity Date shown on the Contract Data pages.

Contract (September 29th, 2017)
Oasis Midstream Partners LP – Crude Oil Gathering, Stabilization, Blending and Storage Agreement by and Among Oasis Petroleum North America Llc, Oasis Petroleum Marketing Llc, Oasis Midstream Services Llc, and Oasis Midstream Partners Lp Dated as of September 25, 2017 Wild Basin (September 29th, 2017)

This Crude Oil Gathering, Stabilization, Blending and Storage Agreement (this Agreement), dated as of September 25, 2017 (the Effective Date), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (Producer), OASIS PETROLEUM MARKETING LLC, a Delaware limited liability company (Shipper), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (OMS), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (MLP, and collectively with OMS, Gatherer). Producer, Shipper and Gatherer may be referred to herein individually as a Party or collectively as the Parties.

Oasis Midstream Partners LP – Produced and Flowback Water Gathering and Disposal Agreement by and Among Oasis Petroleum North America Llc, Oasis Midstream Services Llc, and Oasis Midstream Partners Lp Dated as of September 25, 2017 Wild Basin (September 29th, 2017)

This Produced and Flowback Water Gathering and Disposal Agreement (this Agreement), dated as of September 25, 2017 (the Effective Date), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (Producer), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (OMS), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (MLP, and collectively with OMS, Gatherer). Producer and Gatherer may be referred to herein individually as a Party or collectively as the Parties.

Oasis Midstream Partners LP – Freshwater Purchase and Sales Agreement by and Among Oasis Petroleum North America Llc, Oasis Midstream Services Llc, and Oasis Midstream Partners Lp Dated as of September 25, 2017 (September 29th, 2017)

This Freshwater Purchase and Sales Agreement (this Agreement), dated as of September 25, 2017 (the Effective Date), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (Producer), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (OMS), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (MLP, and collectively with OMS, Seller). Producer and Seller may be referred to herein individually as a Party or collectively as the Parties.

Oasis Midstream Partners LP – Gas Gathering, Compression, Processing and Gas Lift Agreement by and Among Oasis Petroleum North America Llc, Oasis Petroleum Marketing Llc, Oasis Midstream Services Llc, and Oasis Midstream Partners Lp Dated as of September 25, 2017 Wild Basin (September 29th, 2017)

This Gas Gathering, Compression, Processing and Gas Lift Agreement (this Agreement), dated as of September 25, 2017 (the Effective Date), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (Producer), OASIS PETROLEUM MARKETING LLC, a Delaware limited liability company (Shipper), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (OMS), and OASIS MIDSTREAM PARTNERS LP (MLP, and collectively with OMS, Gatherer). Producer, Shipper and Gatherer may be referred to herein individually as a Party or collectively as the Parties.

Oasis Midstream Partners LP – Produced and Flowback Water Gathering and Disposal Agreement by and Among Oasis Petroleum North America Llc, Oasis Midstream Services Llc, and Oasis Midstream Partners Lp Dated as of September 25, 2017 Beartooth Area (September 29th, 2017)

This Produced and Flowback Water Gathering and Disposal Agreement (this Agreement), dated as of September 25, 2017 (the Effective Date), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (Producer), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (OMS), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (MLP, and collectively with OMS, Gatherer). Producer and Gatherer may be referred to herein individually as a Party or collectively as the Parties.

Tri-State Generation & Transmission Association, Inc. – Wholesale Power Contract for the Western Interconnection by and Between Basin Electric Power Cooperative and Tri-State Generation and Transmission Association, Inc. (September 28th, 2017)

THIS AGREEMENT, made as of this 27th day of September, 2017, which will become effective on October 1, 2017 ("Effective Date"), between Basin Electric Power Cooperative ("Seller"), a cooperative corporation organized and existing under the laws of the State of North Dakota, whose principal place of business is located at 1717 East Interstate Avenue, Bismarck, North Dakota 58503, and Tri-State Generation and Transmission Association, Inc., ("Tri-State"), a cooperative corporation organized and existing under the laws of the State of Colorado, whose principal place of business is located at 1100 West 116th Avenue, Westminster, Colorado 80234, (Seller and Tri-State may be individually referred to herein as a "Party" or collectively as the "Parties").

Tri-State Generation & Transmission Association, Inc. – Second Amended and Restated Wholesale Power Contract for the Eastern Interconnection by and Between Basin Electric Power Cooperative and Tri-State Generation and Transmission Association, Inc. (September 28th, 2017)

THIS AGREEMENT, made as of this 27th day of September, 2017, which will become effective on October 1, 2017 ("Effective Date"), between Basin Electric Power Cooperative ("Seller"), a cooperative corporation organized and existing under the laws of the State of North Dakota, whose principal place of business is located at 1717 East Interstate Avenue, Bismarck, North Dakota 58503, and Tri-State Generation and Transmission Association, Inc., ("Tri-State"), a cooperative corporation organized and existing under the laws of the State of Colorado, whose principal place of business is located at 1100 West 116th Avenue, Westminster, Colorado 80234, (Seller and Tri-State may be individually referred to herein as a "Party" or collectively as the "Parties").

Investors Real Estate Trust – Fully Paid and Non-Assessable 6.625% Series C Cumulative Redeemable Preferred Shares (Liquidation Preference $25.00 Per Share), No Par Value (The Series C Preferred Shares) Transferable Only on the Books of Investors Real Estate Trust (The Trust) (Except as Noted on the Reverse of This Certificate) by the Holder Hereof in Person or by Duly Authorized Attorney Upon Surrender of This Certificate Properly Endorsed. This Certificate and the Shares Represented Hereby Are Issued and Shall Be Held Subject to All of the Provisions of the Articles of Amendment and Third Restated Declaration of Trust of (September 28th, 2017)

This certificate and the shares represented hereby shall be held subject to all of the provisions of the Declaration of Trust, the Articles Supplementary and the Bylaws, a copy of each of which is on file at the office of the Trust, and made a part hereof as fully as though the provisions of the Declaration of Trust, the Articles Supplementary and Bylaws were imprinted in full on this certificate, to all of which the holder of this certificate, by acceptance hereof, assents and agrees to be bound.

Linn Energy – Credit Agreement Dated as of August 4, 2017, Among Linn Energy Holdco Ii Llc, as Borrower, Linn Energy Holdco Llc, as Parent, Linn Energy, Inc., as Holdings Royal Bank of Canada, as Administrative Agent, Citibank, N.A., as Syndication Agent, Barclays Bank Plc Jpmorgan Chase Bank, N.A. Morgan Stanley Senior Funding, Inc., and Pnc Bank National Association, as Co-Documentation Agents and the Lenders Party Hereto From Time to Time Joint Lead Arrangers and Joint Book Runners Rbc Capital Markets Citigroup Global Markets, Inc. (September 26th, 2017)

THIS CREDIT AGREEMENT dated as of August 4, 2017, is among Linn Energy Holdco II LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the Borrower); Linn Energy Holdco LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (Parent); Linn Energy, Inc., a corporation duly formed and existing under the laws of the State of Delaware (Holdings); each of the Lenders from time to time party hereto; Royal Bank of Canada (in its individual capacity, RBC), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the Administrative Agent); Citibank, N.A., as syndication agent for the Lenders (the Syndication Agent) and Barclays Bank PLC, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and PNC Bank National Association, as co-documentation agents for the Lenders (collectively, the Documentation Agents).

Phillips 66 Partners Lp – CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT by and Among PHILLIPS 66 COMPANY PHILLIPS 66 PROJECT DEVELOPMENT INC. PHILLIPS 66 PARTNERS GP LLC and PHILLIPS 66 PARTNERS LP Dated as of September 19, 2017 (September 25th, 2017)

This Contribution, Conveyance and Assumption Agreement (this Agreement) is made and entered into as of September 19, 2017 by and among Phillips 66 Company, a Delaware corporation (P66 Company), Phillips 66 Project Development Inc., a Delaware corporation (PDI and, together with P66 Company, the P66 Parties), Phillips 66 Partners GP LLC, a Delaware limited liability company (the General Partner), and Phillips 66 Partners LP, a Delaware limited partnership (the Partnership). P66 Company, PDI, the General Partner and the Partnership are sometimes referred to in this Agreement individually as a Party and collectively as the Parties.

Oasis Midstream Partners LP – 7,500,000 Common Units Representing Limited Partner Interests OASIS MIDSTREAM PARTNERS LP UNDERWRITING AGREEMENT September 20, 2017 (September 22nd, 2017)

Oasis Midstream Partners LP (the Partnership), a Delaware limited partnership, proposes to issue and sell to the several Underwriters named in Schedule I hereto (the Underwriters) 7,500,000 common units (the Firm Units), each representing a limited partner interest in the Partnership (the Common Units). The Partnership also proposes to issue and sell to the several Underwriters not more than an additional 1,125,000 Common Units (the Additional Units) if and to the extent that Morgan Stanley & Co. LLC, as sole representative of the Underwriters (the Representative), shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Units granted to the Underwriters in Section 2 hereof. The Firm Units and the Additional Units are hereinafter collectively referred to as the Units.

NI Holdings, Inc. – Ni Holdings, Inc. 2017 Stock and Incentive Plan (September 18th, 2017)
H&r Block, Inc. 2018 Long Term Incentive Plan Non-Qualified Stock Option Award Agreement (September 14th, 2017)

This Award Agreement is entered into by and between H&R Block, Inc., a Missouri corporation ("H&R Block"), and [Participant Name] ("Participant").

H&r Block, Inc. 2018 Long Term Incentive Plan Restricted Share Units Award Agreement (September 14th, 2017)

This Award Agreement is entered into by and between H&R Block, Inc., a Missouri corporation ("H&R Block"), and [Participant Name] ("Participant").

Northern States Power Co – Supplemental Trust Indenture From Northern States Power Company (A Minnesota Corporation) to the Bank of New York Mellon Trust Company, N.A. Dated September 1, 2017 Supplemental to Trust Indenture Dated February 1, 1937 and Supplemental and Restated Trust Indenture Dated May 1, 1988 (September 13th, 2017)

Supplemental Trust Indenture, made effective as of the 1st day of September, 2017, by and between NORTHERN STATES POWER COMPANY (formerly Northern Power Corporation), a corporation duly organized and existing under and by virtue of the laws of the State of Minnesota, having its principal office in the City of Minneapolis, Minnesota (the "Company"), party of the first part, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized and existing under and by virtue of the laws of the United States, having a corporate trust office in the City of Chicago, Illinois (as successor trustee to Harris Trust and Savings Bank and BNY Midwest Trust Company), as trustee (the "Trustee"), party of the second part;

Walker & Dunlop – SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT BY AND AMONG WALKER & DUNLOP, LLC a Delaware Limited Liability Company AS BORROWER, WALKER & DUNLOP, INC. A Maryland Corporation AS PARENT and PNC BANK, NATIONAL ASSOCIATION AS LENDER DATED AS OF SEPTEMBER 11, 2017 (September 13th, 2017)

THIS SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT, dated as of September 11, 2017, is made by and among WALKER & DUNLOP, LLC, a Delaware limited liability company (Borrower), WALKER & DUNLOP, INC., a Maryland corporation (Parent or Guarantor, as applicable), and PNC BANK, NATIONAL ASSOCIATION, as lender (the Lender).

Investors Real Estate Trust – Number 1 ET ..... , 4,60.UOOO INVESTORS REAL ESTATE TRUST a REAL ESTATE INVESTMENT TRUST FORMED UNDER THE LAWS OF THE STATE OF NORTH DAKOTA Lm'ESTORS RE ESTATE TRUS'FII 1111 111111 Ill " 7.95% Series B Cumulative Redeemable Preferred Shares of Beneficial Interest Is the Owner and Th erlijlesthatC E=d E & O=*---------------------------------------------------Registered Holder of Four Million Six Hundred Thousand Shares of Fully Paid and Non-Assessable 7.95% Series B Cumulative Redeemable Preferred Shares of Beneficial Interest (Liquidation Preference $25 Per Share), No Par Value (The"Series B P (September 7th, 2017)
Barnes & Noble – Consulting Agreement (September 7th, 2017)

Agreement made this 18th day of July, 2017 by and between BARNES & NOBLE, INC., a Delaware limited liability company having its principal place of business at 122 Fifth Avenue, New York, New York 10011 (B&N), and David Deason, having a principal place of business at (Consultant).

Purchase and Sale Agreement by and Between Whiting Resources Corporation as Seller and Rimrock Oil & Gas Williston, Llc as Buyer August 14, 2017 (September 6th, 2017)

This Purchase and Sale Agreement (this Agreement), dated August 14, 2017 (the Execution Date), is by and between Whiting Resources Corporation, a Colorado corporation, whose address is 1700 Broadway, Suite 2300, Denver, Colorado 80290 (Seller) and RimRock Oil & Gas Williston, LLC, a Delaware limited liability company, whose address is 5690 DTC Boulevard, Suite 670 E, Greenwood Village, CO 80111-3217 (Buyer), and, for the limited purposes set forth herein, Whiting Oil and Gas Corporation, a Delaware corporation (WOGC), and RimRock Oil & Gas Williston Resources, Inc., a Delaware corporation (Agent Corp). Seller and Buyer may be referred to individually as a Party or collectively as the Parties.

Elevate Credit, Inc. – Second Amendment to Third Amended and Restated Financing Agreement (September 1st, 2017)

This SECOND AMENDMENT TO THIRD AMENDED AND RESTATED FINANCING AGREEMENT (this "Amendment") is made and entered into as of August 30, 2017 by and among Rise SPV, LLC, a Delaware limited liability company (the "US Term Note Borrower"), as the US Term Note Borrower, Elevate Credit International Ltd., a company incorporated under the laws of England with number 05041905 (the "UK Borrower"), as the UK Borrower, Elevate Credit Service, LLC, a Delaware limited liability company, as the US Last Out Term Note Borrower ("Elevate Credit" or the "US Last Out Term Note Borrower"), Elevate Credit, Inc., a Delaware corporation, as the US Convertible Term Note Borrower ("Elevate Credit Parent" or the "US Convertible Term Note Borrower"; the US Term Note Borrower, the UK Borrower, the US Last Out Term Note Borrower and the US Convertible Term Note Borrower, each a "Borrower" and collectively, the "Borrowers"), the Guarantors party hereto (such Guarantors, collectively with the Borrowers, the "Credit Pa

ASTERISKS INDICATE THAT CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. CREDIT AND SECURITY AGREEMENT Dated as of June 14, 2017 by and Among ACCURAY INCORPORATED and TOMOTHERAPY INCORPORATED Each as a Borrower, and Collectively as Borrowers, and MIDCAP FINANCIAL TRUST, as Agent and as a Lender, and THE ADDITIONAL LENDERS FROM TIME TO TIME PARTY HERETO (August 25th, 2017)

THIS CREDIT AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the Agreement) is dated as of June 14, 2017 by and among ACCURAY INCORPORATED, a Delaware corporation (Accuray or Borrower Representative), TOMOTHERAPY INCORPORATED, a Wisconsin corporation, and any additional borrower that may hereafter be added to this Agreement (collectively, Other Borrowers and, together with Borrower Representative, each individually as a Borrower, and collectively as Borrowers), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.

Pruco Life Insurance Co – [PRUDENTIAL LOGO] Pruco Life Insurance Company 2999 North 44th Street, Suite 250 Phoenix, Arizona 85014 a Stock Prudential Financial Company (August 22nd, 2017)

This is an annuity contract. Subject to the provisions of the Contract, and in consideration of any Purchase Payments you make and we accept, we will make Annuity Payments starting on the Annuity Date shown on the Contract Data pages.

Pruco Life Insurance Co – [PRUDENTIAL FINANCIAL LOGO] Pruco Life Insurance Company Phoenix, Arizona 85014 a Prudential Company (August 22nd, 2017)

This is an annuity contract. Subject to the provisions of the Contract, and in consideration of the Purchase Payments you make and we accept, we will make Annuity Payments starting on the Annuity Date shown on the Contract Data pages. A death benefit is payable before the Annuity Date.

Assignment (August 21st, 2017)

THIS ASSIGNMENT is made and effective as of April 24, 2017 by and between the ENERGY AND ENVIRONMENTAL RESEARCH CENTER FOUNDATION ("EERC Foundation"), a non-profit corporation organized under the laws of the State of North Dakota, having its principal place of business at 15 North 23rd Street, Stop 9018, Grand Forks, North Dakota 58202, and MIDWEST ENERGY EMISSIONS CORP., a Delaware corporation ("ME2C"), having its principal place of business at 670 D Enterprise Drive, Lewis Center, Ohio 43035.