Participation Agreement Sample Contracts

Investment – SALE, CONTRIBUTION AND MASTER PARTICIPATION AGREEMENT by and Between OXFORD SQUARE FUNDING 2018, LLC, as the Buyer and OXFORD SQUARE CAPITAL CORP., as the Seller June 21, 2018 (June 22nd, 2018)

THIS SALE, CONTRIBUTION AND MASTER PARTICIPATION AGREEMENT (such agreement as amended, modified, supplemented or restated from time to time, the "Agreement") is dated as of June 21, 2018 (the "Purchase Date"), by and between OXFORD SQUARE CAPITAL CORP., a Maryland corporation, as the seller (in such capacity, the "Seller") and OXFORD SQUARE FUNDING 2018, LLC, a Delaware limited liability company, as the buyer (in such capacity, the "Buyer").

First Northern Comm Banc – First Northern Bank Executive Retirement/Retention Participation Agreement for Jeffrey Adamski (May 9th, 2018)

This Executive Retirement/Retention Participation Agreement (the "Agreement") is entered into as of this 1st day of August, 2017, by and between First Northern Bank of Dixon, a California-chartered, FDIC-insured bank with it main office in Dixon, California ("Company") and Jeffrey Adamski (the "Executive").

Masimo Corp. – AMENDED AND RESTATED 2007 SEVERANCE PROTECTION PLAN Participation Agreement for Bilal Mushin (May 7th, 2018)
Masimo Corp. – AMENDED AND RESTATED 2007 SEVERANCE PROTECTION PLAN Participation Agreement for Tao Levy (May 7th, 2018)
Participation Agreement Under Cree Severance Plan - Senior Leadership Team (May 4th, 2018)

This Participation Agreement Under the Cree Severance Plan - Senior Leadership Team (the "Participation Agreement") is entered into this __ day of ____, 2018, between Cree, Inc. (the "Company") and __________ ("Executive").

Integration Incentive Plan Participation Agreement (April 19th, 2018)

This Participation Agreement (this "Agreement") is made as of this [___] day of [_________], 2018 between BlueLinx Corporation, a Delaware corporation (the "Company") and [_________] (the "Participant"). Capitalized terms used and not defined herein shall have the meaning given to such terms in the Plan (as defined below).

PARTICIPATION AGREEMENT Dated as of November 30, 2017 Among AVDC, INC., as the Construction Agent and the Lessee, THE VARIOUS ENTITIES WHICH ARE PARTIES HERETO FROM TIME TO TIME, as the Guarantors, WACHOVIA SERVICE CORPORATION, as the Lessor, THE VARIOUS BANKS AND OTHER LENDING INSTITUTIONS WHICH ARE PARTIES HERETO FROM TIME TO TIME, as the Lease Participants, And (April 3rd, 2018)

THIS PARTICIPATION AGREEMENT dated as of November 30, 2017 (as amended, modified, extended, supplemented, restated and/or replaced from time to time, this "Agreement") is by and among AVDC, INC., an Ohio corporation (the "Construction Agent" or "Lessee"); the various entities which are parties hereto from time to time as guarantors (individually, a "Guarantor" and collectively, the "Guarantors"); WACHOVIA SERVICE CORPORATION, a Delaware corporation (the "Lessor"); the various banks and other lending institutions which are parties hereto from time to time as lease participants (individually, a "Lease Participant" and collectively, the "Lease Participants"); and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as the agent for the Lessor Parties and, respecting the Security Documents, as the agent for the Secured Parties (in such capacity, the "Agent"). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings set forth in Appendix

Amendment No. 1 to the Anpp High Voltage Switchyard Participation Agreement (February 28th, 2018)

PARTIES: The Parties to this Amendment No. 1 to the ANPP High Voltage Switchyard Participation Agreement (Amendment No. 1) are: ARIZONA PUBLIC SERVICE COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Arizona", SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT, an agricultural improvement district organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Salt River Project", PUBLIC SERVICE COMPANY OF NEW MEXICO, a corporation organized and existing under and by virtue of the laws of the State of New Mexico, hereinafter referred to as "PNM", EL PASO ELECTRIC COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Texas, hereinafter referred to as "El Paso", SOUTHERN CALIFORNIA EDISON, a corporation organized and existing under and by virtue of the laws of the State of California, hereinafter referred to as "

Aps Contract No. 2252-419.00 Anpp High Voltage Switchyard Participation Agreement (February 28th, 2018)

PARTIES: The Parties to this ANPP High Voltage Switchyard Participation Agreement, hereinafter referred to as "Participation Agreement" or "Agreement", are: ARIZONA PUBLIC SERVICE COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Arizona", SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT, an agricultural improvement district organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Salt River Project", PUBLIC SERVICE COMPANY OF NEW MEXICO, a corporation organized and existing under and by virtue of the laws of the State of New Mexico, hereinafter referred to as "PNM" , EL PASO ELECTRIC COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Texas, hereinafter referred to as "El Paso", and SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized and existing under and by virtue of the laws of the State o

APS CONTRACT NO. 2253-419.00 ANPP VALLEY TRANSMISSION SYSTEM Participation Agreement (February 28th, 2018)

PARTIES: The Parties to this ANPP Valley Transmission System Participation Agreement, hereinafter referred to as "Participation Agreement" or "Agreement", are: ARIZONA PUBLIC SERVICE COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Arizona", SALT RIVER PROJECT ARICULTURAL IMPROVEMENT AND POWER DISTRICT, an agricultural improvement district organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Salt River Project", PUBLIC SERVICE COMPANY OF NEW MEXICO, a corporation organized and existing under and by virtue of the laws of the State of New Mexico, hereinafter referred to as "PNM", and EL PASO ELECTRIC COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Texas, hereinafter referred to as "El Paso", all hereinafter referred to singularly as Participant or collectively as Participants.

<Date> To: < Participant Name > From: Valerie Blanchett, Vice President Human Resources Subject: Modification to Change in Control and Severance Policy Participation Agreement (February 26th, 2018)

The Andersons, Inc. is pleased to inform you of a modification to the Change in Control and Severance Policy as Amended and Restated Effective January 1, 2015 (the "Policy"). You were previously selected as a participant in the Policy, and your participation continues to be subject to the terms and conditions of the Policy and your Participation Agreement (the "Agreement") as modified by this amendment letter to reflect a recent change to the Policy. Unless otherwise expressly set forth herein, all capitalized terms used herein shall have the meaning given in the Policy.

Amended and Restated Change of Control and Involuntary Termination Protection Policy Participation Agreement (February 23rd, 2018)

This Amended and Restated Participation Agreement (this "Agreement") is made and entered into as of November 21, 2016 by and between Anthony Noto on the one hand, and Twitter, Inc. (the "Company") on the other. This Agreement shall amend and supersede that certain Change of Control Severance Policy Participation Agreement (and the Policy governing that agreement) by and between Mr. Noto and the Company, dated June 30, 2014.

Consolidated Edison – Participation Agreement (February 15th, 2018)

This PARTICIPATION AGREEMENT, dated as of July 1, 1999, between NEW YORK STATE ENERGY RESEARCH AND DEVELOPMENT AUTHORITY, a body corporate and politic, constituting a public benefit corporation, established and existing under and by virtue of the laws of the State of New York (the "Authority") and CONSOLIDATED EDISON COMPANY OF NEW YORK, INC., a corporation duly organized and existing and qualified to do business as a public utility under the laws of the State of New York (the "Company"),

PetroShare Corp. – First Amendment to Amended and Restated Participation Agreement (February 7th, 2018)

This First Amendment to Amended and Restated Participation Agreement (hereinafter Amendment) is made and entered into February 1, 2018 by and among PetroShare Corp. (PetroShare), Providence Energy Operators, LLC (PEO Participant) and Providence Energy Partners III, LP (PEP Participant). PetroShare, PEO Participant and PEP Participant may be referred to hereafter individually as a Party or collectively as the Parties.

NorthStar Real Estate Income Trust, Inc. – PARTICIPATION AGREEMENT Dated as of January 31, 2018 by and Between CFI HENDON HOLDINGS, LLC (Initial Senior Participant and Servicer) and N1 HENDON HOLDINGS, LLC (Initial Junior Participant) Hendon (February 6th, 2018)

THIS PARTICIPATION AGREEMENT ("Agreement"), dated as of January 31, 2018, by and between CFI HENDON HOLDINGS, LLC, having an address of 515 S. Flower St., 44th Floor, Los Angeles, CA 90071 (together with its successors and assigns in interest, in its capacity as initial owner of the Senior Participation, the "Initial Senior Participant" and in its capacity as Servicer), and N1 HENDON HOLDINGS, LLC, having an address of 515 S. Flower St., 44th Floor, Los Angeles, CA 90071 (together with its successors and assigns in interest, in its capacity as initial owner of the Junior Participation, the "Initial Junior Participant").

LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (January 26th, 2018)
LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (January 26th, 2018)
LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (January 26th, 2018)
LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (January 26th, 2018)
LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (January 19th, 2018)

LSC Communications, Inc. (the Company) is pleased to inform you that you have been selected as a participant in the Companys LSC Communications US, LLC Key Employee Severance Plan (the Severance Plan), which is operated as a sub-plan under the LSC Separation Pay Plan. Capitalized terms that are used in this Participation Agreement but that are not defined herein shall have the meanings set forth in the Severance Plan.

Gulfslope Energy, Inc. – Participation Agreement (January 12th, 2018)

This Participation Agreement ("Agreement") is entered into and effective as of the 1st day of January, 2018, ("Effective Date"), by and between GulfSlope Energy, Inc., a Delaware corporation ("GSEI" or "GulfSlope") with a principal place of business at 2500 CityWest Blvd., Suite 800, Houston, Texas 77042, Texas South Energy, Inc., a Nevada corporation ("TSEI" or "Texas South") with a principal place of business at 4550 Post Oak Place Dr., Suite 300, Houston, Texas 77027 (hereinafter GSEI and TSEI shall collectively be referred to as "Companies") and Delek GOM Investments, LLC, a Delaware limited liability company ("Delek") with a registered office address c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801. GSEI, TSEI and Delek are sometimes referred to herein collectively as the "Parties", and each individually as "Party".

Texas South Energy, Inc. – Participation Agreement (January 12th, 2018)

This Participation Agreement ("Agreement") is entered into and effective as of the 1st day of January, 2018, ("Effective Date"), by and between GulfSlope Energy, Inc., a Delaware corporation ("GSEI" or "GulfSlope") with a principal place of business at 2500 CityWest Blvd., Suite 800, Houston, Texas 77042, Texas South Energy, Inc., a Nevada corporation ("TSEI" or "Texas South") with a principal place of business at 4550 Post Oak Place Dr., Suite 300, Houston, Texas 77027 (hereinafter GSEI and TSEI shall collectively be referred to as "Companies") and Delek GOM Investments, LLC, a Delaware limited liability company ("Delek") with a registered office address c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801. GSEI, TSEI and Delek are sometimes referred to herein collectively as the "Parties", and each individually as "Party".

PARTICIPATION AGREEMENT BY AND AMONG ECLIPSE RESOURCES I, LP, ECLIPSE RESOURCES-OHIO, LLC, and SEG-ECR LLC Dated DECEMBER 22, 2017 (December 28th, 2017)

THIS PARTICIPATION AGREEMENT (the Agreement) is made this 22nd day of December, 2017 (the Execution Date), by and among Eclipse Resources I, LP, a Delaware limited partnership (Eclipse I), Eclipse Resources-Ohio, LLC, a Delaware limited liability company (Eclipse Ohio and together with Eclipse I, Eclipse), and SEG-ECR LLC, a Delaware limited liability company (Sequel). Eclipse and Sequel are sometimes referred to herein together as the Parties, and individually as a Party.

Change in Control and Severance Benefit Plan Participation Agreement (December 4th, 2017)
Greenwich Biosciences, Inc. Change in Control and Severance Benefit Plan Participation Agreement (December 4th, 2017)
Greenwich Biosciences, Inc. Change in Control and Severance Benefit Plan Participation Agreement (December 4th, 2017)
Greenwich Biosciences, Inc. Change in Control and Severance Benefit Plan Participation Agreement (December 4th, 2017)
Participation Agreement (November 28th, 2017)

This PARTICIPATION AGREEMENT ([REG. NO.]), dated as of , 20 2, is made by and among SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the Company), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, WTNA), not in its individual capacity except as otherwise expressly provided in any of the Operative Documents or the Pass Through Documents, but solely as Pass Through Trustee under each of the Pass Through Trust Agreements (such terms and other capitalized terms used herein without definition being defined as provided in Section 1.01), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, the Subordination Agent) under the Intercreditor Agreement, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as loan

Oglethorpe Power Corporation – Agreement Regarding Additional Participating Party Rights and Amendment No. 3 to Plant Alvin W. Vogtle Additional Units Ownership Participation Agreement and Amendment No. 4 to Plant Vogtle Owners Agreement Authorizing Development, Construction, Licensing and Operation of Additional Generating Units (November 13th, 2017)

This Agreement Regarding Additional Participating Party Rights and Amendment No. 3 to Plant Alvin W. Vogtle Additional Units Ownership Participation Agreement and Amendment No. 4 to Plant Vogtle Owners Agreement Authorizing Development, Construction, Licensing and Operation of Additional Generating Units, dated as of November 2, 2017 (this Agreement and Amendment), is by and among GEORGIA POWER COMPANY, a corporation organized and existing under the laws of the State of Georgia (GPC), OGLETHORPE POWER CORPORATION (AN ELECTRIC MEMBERSHIP CORPORATION), an electric membership corporation formed under the laws of the State of Georgia (OPC), MUNICIPAL ELECTRIC AUTHORITY OF GEORGIA, a public body corporate and politic and an instrumentality of the State of Georgia (MEAG), MEAG POWER SPVJ, LLC, MEAG POWER SPVM, LLC, MEAG POWER SPVP, LLC, each a Georgia limited liability company (collectively, the MEAG SPVs), and THE CITY OF DALTON, GEORGIA, an incorporated municipality in the State of Georgia

LSC Communications, Inc. – LSC Communications US, LLC. Participation Agreement (November 2nd, 2017)

LSC Communications, Inc. (the "Company") is pleased to inform you that you have been selected as a participant in the Company's LSC Communications US, LLC Key Employee Severance Plan (the "Severance Plan"), which is operated as a sub-plan under the LSC Separation Pay Plan. Capitalized terms that are used in this Participation Agreement, but that are not defined herein shall have the meanings set forth in the Severance Plan.

First Northern Comm Banc – First Northern Bank Executive Retirement/Retention Participation Agreement for Jeremiah Z. Smith (November 1st, 2017)

This Executive Retirement/Retention Participation Agreement (the "Agreement") is entered into as of this 1st day of August, 2017, by and between First Northern Bank of Dixon, a California-chartered, FDIC-insured bank with it main office in Dixon, California ("Company") and Jeremiah Z. Smith (the "Executive").

First Northern Comm Banc – First Northern Bank Executive Retirement/Retention Participation Agreement for Joe Danelson (November 1st, 2017)

This Executive Retirement/Retention Participation Agreement (the "Agreement") is entered into as of this 1st day of August, 2017, by and between First Northern Bank of Dixon, a California-chartered, FDIC-insured bank with it main office in Dixon, California ("Company") and Joe Danelson (the "Executive").

HON INDUSTRIES Inc. – PARTICIPATION AGREEMENT 2017 Equity Plan for Non-Employee Directors of HNI Corporation This Participation Agreement (This "Agreement") Between _________________________ (Print Name) ("Director") and HNI Corporation (The "Corporation") Is for the Period Commencing ________________ and Ending December 31, ____, and Is Subject to All of the Terms and Conditions of the 2017 Equity Plan for Non-Employee Directors of HNI Corporation (The "Plan") and Any Successor Plan. I Elect to Receive ________% of My Director Cash Compensation Paid in the Form of HNI Common Stock in Accordance With the Terms of t (October 31st, 2017)
Participation Agreement (September 25th, 2017)

This Participation Agreement (this Agreement) is made and entered into as of September 20, 2017 by and between FS SPECIAL OPPORTUNITIES I, L.P., a Minnesota limited partnership (Principal), and PRO-DEX, INC., a Colorado corporation (Participant).

Loan Origination and Participation Agreement (July 14th, 2017)

THIS SECOND AMENDMENT TO AMENDED AND RESTATED LOAN ORIGINATION AND PARTICIPATION AGREEMENT ("Second Amendment") is made and entered into as of this 22nd day of March, 2016, by and between AgStar Financial Services, PCA, d/b/a ProPartners Financial ("ProPartners"), and CHS Capital, LLC, formerly known as Cofina Financial, LLC ("CHS").