Oregon Sample Contracts

Change of Control Retention Agreement (February 22nd, 2019)

This Change of Control Retention Agreement ("this Agreement") is made as of the 1st day of January, 2019, between Digimarc Corporation, an Oregon corporation, with its principal offices at Beaverton, Oregon (hereinafter called the "Company"), and ___________(hereinafter called "Executive").

Contract (February 22nd, 2019)
Performance-Based Restricted Stock Unit Award Agreement (February 21st, 2019)

This Award Agreement (the "Agreement") is entered into as of (the "Award Date") by and between Columbia Sportswear Company, an Oregon corporation (the "Company"), and (the "Recipient"), for the award of restricted stock units with respect to the Company's Common Stock ("Common Stock").

Contract (February 21st, 2019)
Contract (February 21st, 2019)
Contract (February 21st, 2019)
Contract (February 21st, 2019)
Contract (February 21st, 2019)
Contract (February 21st, 2019)
Contract (February 21st, 2019)
Advance Auto Parts, Inc. Special Performance-Based Restricted Stock Unit Award Agreement (February 19th, 2019)

THIS CERTIFIES THAT Advance Auto Parts, Inc. (the "Company") has on the Grant Date specified below granted to Reuben E. Slone (the "Participant") an award of Performance-based Restricted Stock Units ("PSUs") representing the right to receive a like number of shares of Advance Auto Parts, Inc. common stock, $.0001 par value per share ("Common Stock"), as indicated in the terms outlined below, subject to certain restrictions and conditions contained in this Award Agreement ("Agreement") and the Advance Auto Parts, Inc. 2014 Long-Term Incentive Plan (the "Plan"). In the event of any conflict between the terms of the Plan and this Award Agreement, the terms of the Plan shall govern. Any terms not defined herein shall have the meaning set forth in the Plan.

Danielson Holding Corporation – Amended and Restated Intercompany Subordination Agreement (February 19th, 2019)

AGREEMENT, dated as of August 21, 2018 (as may be amended, restated, supplemented, replaced or otherwise modified from time to time, the "Agreement", is entered into by and among COVANTA ENERGY, LLC, a Delaware limited liability company (the "Company"), COVANTA HOLDING CORPORATION, a Delaware corporation ("Holding"), CERTAIN SUBSIDIARIES OF COMPANY, as Guarantor Subsidiaries under and as defined in the Credit Agreement (defined below) (collectively, the "Guarantor Subsidiaries," and together with the Company and Holding, the "Covanta Parties"), CERTAIN OTHER SUBSIDIARIES OF COMPANY as Non-Guarantor Subsidiaries under and as defined in the Credit Agreement (defined below) (collectively, the "Non-Guarantor Subsidiaries") and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the "Administrative Agent") for the benefit of the Secured Parties (as such term is defined in the Credit Agreement defined below).

2018 Performance-Based Restricted Stock Unit Award Agreement (February 19th, 2019)

This certifies that Advance Auto Parts, Inc. (the "Company") has granted to <Participant Name> (the "Participant") an award of Performance-Based Restricted Stock Units ("PSUs") representing the right to receive a like number of shares ("Shares") of Advance Auto Parts, Inc. Common Stock, $.0001 par value per share ( "Common Stock"), as indicated in the terms outlined below, subject to certain restrictions and on the terms and conditions contained in this Award Agreement ("Agreement") and the Advance Auto Parts, Inc. 2014 Long-Term Incentive Plan (the "Plan"). In the event of any conflict between the terms of the Plan and this Agreement, the terms of the Plan shall govern. Any terms not defined herein shall have the meaning set forth in the Plan.

2017 Performance-Based Restricted Stock Unit Award Agreement (February 19th, 2019)

This certifies that Advance Auto Parts, Inc. (the "Company") has granted to <Participant Name> (the "Participant") an award of Performance-Based Restricted Stock Units ("PSUs") representing the right to receive a like number of shares ("Shares") of Advance Auto Parts, Inc. Common Stock, $.0001 par value per share ( "Common Stock"), as indicated in the terms outlined below, subject to certain restrictions and on the terms and conditions contained in this Award Agreement ("Agreement") and the Advance Auto Parts, Inc. 2014 Long-Term Incentive Plan (the "Plan"). In the event of any conflict between the terms of the Plan and this Agreement, the terms of the Plan shall govern. Any terms not defined herein shall have the meaning set forth in the Plan.

Retirement Agreement and General Release (February 19th, 2019)
Contract (February 19th, 2019)
Danielson Holding Corporation – Contract (February 19th, 2019)
Contract (February 19th, 2019)
Contract (February 19th, 2019)
Second Amendment to Credit Agreement (February 15th, 2019)

THIS SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of January 16, 2019 (this "Amendment"), amends the Amended and Restated Credit Agreement, dated as of March 6, 2015 (the "Credit Agreement") among Portland General Electric Company (the "Borrower"), the financial institutions from time to time parties thereto as lenders (collectively, together with their respective successors and assigns, the "Lenders") and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the "Agent"). Capitalized terms used but not otherwise defined herein have the meanings assigned to such terms in the Credit Agreement (as amended hereby).

Agreement and Plan of Merger by and Among Flir Detection, Inc., Echo Robotic Merger Sub, Inc., Endeavor Robotic Holdings, Inc., the Representative Identified Herein, and Solely for Purposes of Section 5.14, Flir Systems, Inc. Dated as of February 8, 2019 (February 13th, 2019)

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of February 7, 2019, by and among (i) FLIR Detection, Inc., a Delaware corporation ("Parent"), (ii) Echo Robotic Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), (iii) Endeavor Robotic Holdings, Inc., a Delaware corporation (the "Company"), (iv) Arlington Capital Partners III, L.P., a Delaware limited partnership, solely in its capacity as representative for the Sellers (the "Representative") and (v) solely for purposes of Section 5.14, FLIR Systems, Inc., an Oregon corporation ("Guarantor"). Parent, Merger Sub, the Company and, as applicable, the Representative are sometimes referred to in this Agreement as a "Party" and collectively as the "Parties." Capitalized terms that are used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed to such terms in ARTICLE X.

Termination Agreement (February 12th, 2019)
Oaktree Real Estate Income Trust, Inc. – Contract (February 5th, 2019)
Contract (February 4th, 2019)
Amendment No. 5 to Term Loan Credit Agreement (February 1st, 2019)
Electro Scientific Industries, Inc. – Contract (February 1st, 2019)
Treatment With Oral Treprostinil Is Associated With Improved Survival in Pulmonary Arterial Hypertension Participants From the FREEDOM-EV Study R. J. White 1; C. Jerjes-Sanchez 2; G. Meyer 3; T. Pulido 4; P. Sepulveda 5; K.Y. Wang 6; C. Q. Deng 7; R. Grover 7; V. F. Tapson 8 on Behalf of FREEDOM-EV Investigators 1University of Rochester Medical Center, Rochester, NY; 2Unidad De Inv Clinica en Medicina, Monterrey, Mexico; 3Complexo Hospitalar Santa Casa De Porto Alegre, Porto Alegre, Brazil; 4Instituto Nacional De Cardiologia Ignacio Chavez, Mexico City, Mexico; 5Hospital San Juan De Dios, Univ (February 1st, 2019)
Electro Scientific Industries, Inc. – Contract (February 1st, 2019)
Contract (February 1st, 2019)
Electro Scientific Industries, Inc. – Contract (February 1st, 2019)
Electro Scientific Industries, Inc. – Contract (February 1st, 2019)
ARC Group, Inc. – Certain Information to Be Disclosed in Connection With the Offering Dated January 29, 2019 (January 29th, 2019)

This document incudes certain information that ARC Group, Inc. (the "Company", "we" or "us") will be disclosing to potential investors in the Company's proposed private offering (the "Offering") of up to 5,000,000 units ("Units"), each Unit comprised of one share of common stock and one warrant to purchase one share of common stock at a purchase price of $1.40 per Unit. The minimum amount of proceeds that may be raised in the Offering is $500,000 (the "Minimum Offering Amount") and the maximum amount of proceeds that may be raised in the Offering is $7,000,000 (the "Maximum Offering Amount"), subject to increase by up to an additional $1,000,000.

Class B Conversion Agreement (January 25th, 2019)

This Class B Conversion Agreement (this "Agreement") is entered into as of January 22, 2019, between Lithia Motors, Inc., an Oregon corporation ("Lithia"), and Sidney B. DeBoer ("DeBoer").

Accelerated Pharma, Inc. – Contract (January 25th, 2019)
Contract (January 25th, 2019)