Note Purchase Agreement Sample Contracts

Waters Corp /De/WATERS CORPORATION $100,000,000 1.68% SENIOR GUARANTEED NOTES, SERIES N, DUE MARCH 2, 2026 $400,000,000 2.25% SENIOR GUARANTEED NOTES, SERIES O, DUE MARCH 3, 2031 NOTE PURCHASE AGREEMENT MARCH 2, 2021 (March 4th, 2021)
Green Brick Partners, Inc.Green Brick Partners, Inc. Note Purchase Agreement Dated February 25, 2021 (March 3rd, 2021)
OptiNose, Inc.FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (March 3rd, 2021)

This First Amendment to the Note Purchase Agreement (defined below) (this “Amendment”), dated as of March 2, 2021 (the “Effective Date”), is entered into by and among OPTINOSE US, INC., a Delaware corporation (the “Issuer”), OPTINOSE AS, a Norwegian private limited liability company with Norwegian business registration number 982 483 131, OPTINOSE, INC., a Delaware corporation, OPTINOSE UK LIMITED, a limited liability company formed under the laws of England and Wales, the Purchasers (as defined in the Note Purchase Agreement) party to the Note Purchase Agreement as of the Effective Date and BIOPHARMA CREDIT PLC, a public limited company incorporated under the laws of England and Wales, as Collateral Agent.

HireQuest, Inc.NOTE PURCHASE AGREEMENT between HQ FINANCIAL COPRORATION, as Issuer and BASS UNDERWRITERS, INC., as Purchaser dated as of March 1, 2021 AGREEMENT (March 2nd, 2021)

This NOTE PURCHASE AGREEMENT (this "Agreement"), dated as of March 1, 2021, is entered into between HQ FINANCIAL CORPORATION, a Delaware corporation (the "Issuer") and BASS UNDERWRITERS, INC., a Florida corporation (the "Purchaser").

Connect Invest II LLCNOTE PURCHASE AGREEMENT CONNECT INVEST II LLC and THE HOLDERS OF THE NOTES Series A Notes Series B Notes Series C Notes (February 23rd, 2021)

This NOTE PURCHASE AGREEMENT (the “Agreement”), effective as of March __, 2021 is made and entered into by and among CONNECT INVEST II LLC, a Nevada limited liability company (the “Company”), and each of the other persons who have executed Subscription Documents that have been accepted by the Company (collectively, the “Holders”).

Hersha Hospitality TrustHERSHA HOSPITALITY LIMITED PARTNERSHIP, as Issuer, HERSHA HOSPITALITY TRUST, as Parent Guarantor, and each of the other GUARANTORS party hereto 9.50% UNSECURED PIK TOGGLE NOTES DUE 2026 NOTE PURCHASE AGREEMENT DATED AS OF FEBRUARY 17, 2021 and each of ... (February 22nd, 2021)

This NOTE PURCHASE AGREEMENT is entered into as of February 17, 2021, by and among HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Issuer”), HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust (“Parent Guarantor”), each other Guarantor party hereto and each GS Purchaser party hereto.

Green Plains Inc.as the Issuer JUNIOR SECURED MEZZANINE NOTES DUE 2026 NOTE PURCHASE AGREEMENT Dated as of February 9, 2021 each of the PURCHASERS party hereto (February 12th, 2021)
Grom Social Enterprises, Inc.NOTE PURCHASE AGREEMENT (February 12th, 2021)

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of December 17, 2020, (the “Execution Date”), is entered into by and between GROM SOCIAL ENTERPRISES, INC., a Florida corporation (the “Company”), and QUICK CAPITAL, LLC, a Wyoming limited liability company (the “Buyer”). Each capitalized term used herein shall have the meaning ascribed thereto in Section 10 below, or as otherwise defined herein.

Kayne Anderson NextGen Energy & Infrastructure, Inc.Kayne Anderson NextGen Energy & Infrastructure, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson NextGen Energy & Infrastructure, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson Energy Infrastructure Fund, Inc.Kayne Anderson Energy Infrastructure Fund, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson Energy Infrastructure Fund, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson NextGen Energy & Infrastructure, Inc.Kayne Anderson NextGen Energy & Infrastructure, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson NextGen Energy & Infrastructure, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson Energy Infrastructure Fund, Inc.Kayne Anderson Energy Infrastructure Fund, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson Energy Infrastructure Fund, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson NextGen Energy & Infrastructure, Inc.Kayne Anderson NextGen Energy & Infrastructure, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson NextGen Energy & Infrastructure, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson Energy Infrastructure Fund, Inc.Kayne Anderson Energy Infrastructure Fund, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson Energy Infrastructure Fund, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Kayne Anderson Energy Infrastructure Fund, Inc.Kayne Anderson Energy Infrastructure Fund, Inc. Amendment No. 1 to Note Purchase Agreement (February 10th, 2021)

Kayne Anderson Energy Infrastructure Fund, Inc. (hereinafter, together with its successors and assigns, the “Company”) agrees with you as follows:

Innovega Inc.NOTE PURCHASE AGREEMENT (February 4th, 2021)

This Note Purchase Agreement, dated as of January 22, 2019 (this “Agreement”), is entered into by and among Innovega Inc., a Delaware corporation (the “Company”), each person or entity listed on the schedule of investors attached as Schedule I hereto (each, an “Investor” and collectively, the “Investors”), as such Schedule I may be amended in accordance with Section 4 hereof.

Movano Inc.NOTE PURCHASE AGREEMENT (February 2nd, 2021)

This Note Purchase Agreement (this “Agreement”) is made as of [____], 2020 by and among Movano Inc., a Delaware corporation (the “Company”), and the parties listed on the Schedule of Investors attached to this Agreement as Exhibit A (each individually an “Investor” and collectively the “Investors”).

Ford Credit Auto Lease Trust 2021-AEXCHANGE NOTE PURCHASE AGREEMENT between FORD MOTOR CREDIT COMPANY LLC, as Sponsor and (January 26th, 2021)

EXCHANGE NOTE PURCHASE AGREEMENT, dated as of January 1, 2021 (this “Agreement”), between FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Sponsor, and FORD CREDIT AUTO LEASE TWO LLC, a Delaware limited liability company, acting for its series of limited liability company interests designated as the “2021-A Series,” as Depositor.

Jaguar Health, Inc.NOTE PURCHASE AGREEMENT (January 22nd, 2021)

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of January 19, 2021, is entered into by and among JAGUAR HEALTH, INC., a Delaware corporation (“Company”), NAPO PHARMACEUTICALS, INC., a Delaware corporation and subsidiary of Company (“Napo,” and together with Company, “Borrower”), and STREETERVILLE CAPITAL, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).

Ford Credit Auto Lease Trust 2021-AEXCHANGE NOTE PURCHASE AGREEMENT between FORD MOTOR CREDIT COMPANY LLC, as Sponsor and (January 22nd, 2021)

EXCHANGE NOTE PURCHASE AGREEMENT, dated as of January 1, 2021 (this “Agreement”), between FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Sponsor, and FORD CREDIT AUTO LEASE TWO LLC, a Delaware limited liability company, acting for its series of limited liability company interests designated as the “2021-A Series,” as Depositor.

Ucommune International LTDNOTE PURCHASE AGREEMENT (January 20th, 2021)

NOW, THEREFORE, in consideration of the premises set forth above, the mutual promises and covenants set forth herein and other good and valuable consideration, the parties agree as follows:

NOTE PURCHASE AGREEMENT (January 16th, 2021)

This Note Purchase Agreement, dated as of June 11, 2015 (this “Agreement”), is entered into by and among Falah Capital, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the Schedule of Investors attached hereto as Schedule I (each an “Investor” and collectively, the “Investors”), as such Schedule I may be amended in accordance with Section 7 hereof.

Groundfloor Yield LLCFORM OF GROUNDFLOOR YIELD LLC NOTE PURCHASE AGREEMENT (January 14th, 2021)

This Note Purchase Agreement (the “Agreement”) is entered into by the undersigned investor (“Investor” or “You”) in connection with such Investor’s purchase of Groundfloor Yield Notes (each, a “Note” and collectively, the “Notes”) issued by Groundfloor Yield LLC, a Georgia limited liability company (“Groundfloor Yield” or the “Company”) in accordance with the terms herein. Investor understands that the offer and sale of Notes by the Company has not been registered under the Securities Act of 1933, as amended (the “Securities Act”) and is being offered pursuant to that certain offering statement under Form 1-A (together with all exhibits, supplements, and post-qualification amendments, the “Offering Statement”) qualified by the Securities and Exchange Commission (“SEC”), which may be obtained from the SEC EDGAR filing website at https://www.sec.gov. No decision to invest in the Notes should be made without reading the Offering Statement and the other Note Purchase Documents (as such ter

NOTE PURCHASE AGREEMENT BANK OF AMERICA DTC PROGRAM BANK OF AMERICA, N.A. (January 14th, 2021)

This Note Purchase Agreement ("Agreement"), by and between BANK OF AMERICA, N.A. ("Program Lender"), a national banking association organized under the laws of the United States and having a principal office located at 100 North Tryon Street, Charlotte, North Carolina, and THE FIRST MARBLEHEAD CORPORATION, a Delaware corporation having a principal place of business at 30 Little Harbor, Marblehead, Massachusetts ("FMC"), is amended and restated in full as of April 1, 2006 ("Effective Date");

Verde Bio Holdings, Inc.NOTE PURCHASE AGREEMENT (January 6th, 2021)

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of December 22, 2020, (the “Execution Date”), is entered into by and between VERDE BIO HOLDINGS, INC., a Nevada corporation (the “Company”), and QUICK CAPITAL, LLC, a Wyoming limited liability company (the “Buyer”). Each capitalized term used herein shall have the meaning ascribed thereto in Section 10 below, or as otherwise defined herein.

Sotherly Hotels LpNOTE PURCHASE AGREEMENT (December 31st, 2020)

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated effective as of December 31, 2020, by and among Sotherly Hotels LP, a Delaware limited partnership (the “Company”), Sotherly Hotels Inc., a Maryland corporation operating as a real estate investment trust (the “Guarantor”; the Guarantor and the Company being herein sometimes collectively referred to as the “Obligors”), each investor identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”), and KWHP SOHO, LLC, a Delaware limited liability company, as collateral agent (in such capacity, the “Collateral Agent”).

Medallion Financial CorpMEDALLION FINANCIAL CORP. 7.50% Senior Notes due 2027 NOTE PURCHASE AGREEMENT Dated December 23, 2020 (December 23rd, 2020)
Driven Brands Holdings Inc.JOINDER AND AMENDMENT NO. 1 TO CLASS A-1 NOTE PURCHASE AGREEMENT AND JOINDER TO CLASS A-1 NOTES FEE LETTER (December 22nd, 2020)

THIS CLASS A-1 NOTE PURCHASE AGREEMENT, dated as of December 11, 2019 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made by and among:

Driven Brands Holdings Inc.CLASS A-1 NOTE PURCHASE AGREEMENT (SERIES 2019-3 CLASS A-1 NOTES) dated as of December 11, 2019 among DRIVEN BRANDS FUNDING, LLC, as the Issuer, DRIVEN FUNDING HOLDCO, LLC, DRIVEN SYSTEMS LLC, DRIVEN PRODUCT SOURCING LLC, 1-800-RADIATOR PRODUCT SOURCING ... (December 22nd, 2020)

THIS CLASS A-1 NOTE PURCHASE AGREEMENT, dated as of December 11, 2019 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made by and among:

Reviva Pharmaceuticals Holdings, Inc.NOTE PURCHASE AGREEMENT (December 18th, 2020)

This Note Purchase Agreement (this “Agreement”) is made and entered into as of August 17, 2020, by and among Reviva Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the parties identified on the signature pages hereto (each individually an “Investor” and collectively the “Investors”), and shall become effective upon the consummation of the SPAC Merger (as defined herein).

Reviva Pharmaceuticals Holdings, Inc.NOTE PURCHASE AGREEMENT (December 18th, 2020)

This Note Purchase Agreement (this “Agreement”) is made and entered into as of August 29, 2020, by and among Reviva Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the parties identified on the signature pages hereto (each individually an “Investor” and collectively the “Investors”), and shall become effective upon the consummation of the SPAC Merger (as defined herein).

DISTRICT NOTE PURCHASE AGREEMENT (December 8th, 2020)

This Note Purchase Agreement (the “Purchase Agreement”), dated as of the purchase date (the “Purchase Date”) specified in Exhibit A attached hereto and made a part hereof (inclusive of Schedule I, “Exhibit A”), entered into by and between each respective signatory school district, community college district or county office of education designated in Exhibit A, a political subdivision (respectively, the “District”) of the State of California (the “State”), severally and not jointly, and the California School Finance Authority (the “Authority”), for the sale and delivery of the District’s 2020-21 Tax and Revenue Anticipation Notes with the series and priority designations specified in Exhibit A (the “Notes”) in the principal amount specified in Exhibit A (the “Series Principal Amount”) to be issued in conjunction with certain series of notes of other Issuers (as hereinafter defined) participating in the Program as determined in the Confirmation of Pricing (as hereinafter defined) and po

DISTRICT NOTE PURCHASE AGREEMENT (December 4th, 2020)

This Note Purchase Agreement (the “Purchase Agreement”), dated as of the purchase date (the “Purchase Date”) specified in Exhibit A attached hereto and made a part hereof (inclusive of Schedule I, “Exhibit A”), entered into by and between each respective signatory school district, community college district or county office of education designated in Exhibit A, a political subdivision (respectively, the “District”) of the State of California (the “State”), severally and not jointly, and the California School Finance Authority (the “Authority”), for the sale and delivery of the District’s 2020-21 Tax and Revenue Anticipation Notes with the series and priority designations specified in Exhibit A (the “Notes”) in the principal amount specified in Exhibit A (the “Series Principal Amount”) to be issued in conjunction with certain series of notes of other Issuers (as hereinafter defined) participating in the Program as determined in the Confirmation of Pricing (as hereinafter defined) and po

Monaker Group, Inc.Note Purchase Agreement (November 27th, 2020)

This Note Purchase Agreement (this “Agreement”), dated as of November 23, 2020, is entered into by and between Monaker Group, Inc., a Nevada corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).

Sunnova Energy International Inc.NOTE PURCHASE AGREEMENT (November 23rd, 2020)