Rhode Island Sample Contracts

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Towerstream Corporation Underwriting Agreement (October 19th, 2017)

Joseph Gunnar & Co., LLCAs Representative of the several Underwriters named on Schedule 1 attached hereto30 Broad Street, 11th Fl

Janel World Trade – LOAN AND SECURITY AGREEMENT Dated as of October 17, 2017 Between SANTANDER BANK, N.A., as Lender, JANEL GROUP, INC., PCL TRANSPORT, LLC, JANEL ALPHA GP, LLC, W.J. BYRNES & CO., INC., LIBERTY INTERNATIONAL, INC., THE JANEL GROUP OF GEORGIA, INC. Jointly and Severally, Individually and Collectively, as Borrower, and JANEL CORPORATION, as a Loan Party Obligor (October 17th, 2017)

This Loan and Security Agreement (as it may be amended, restated or otherwise modified from time to time, this "Agreement") is entered into as of October 17, 2017, among (1) SANTANDER BANK, N.A., a national banking association ("Lender"), (2) JANEL GROUP, INC., a New York corporation ("Janel"), PCL TRANSPORT, LLC, a New Jersey limited liability company ("PCL"), JANEL ALPHA GP, LLC, a Delaware limited liability company ("Alpha"), W.J. BYRNES & CO., INC., a California corporation ("Byrnes"), LIBERTY INTERNATIONAL, INC., a Rhode Island corporation ("Liberty"), THE JANEL GROUP OF GEORGIA, INC., a Georgia corporation ("Georgia", and together with Janel, PCL, Alpha, Byrnes, and Liberty, individually and collectively, and jointly and severally referred to herein as "Borrower"), and (3) JANEL CORPORATION, a Nevada corporation ("Parent"), as a Loan Party Obligor (as defined herein). The Schedules and Exhibits to this Agreement are an integral part of this Agreement and are incorporated herein b

Janel World Trade – Revolving Credit Note (October 17th, 2017)

This Note is one of the Revolving Credit Notes referred to in, and issued pursuant to, that certain Loan and Security Agreement dated as of October 17, 2017, by and between Borrower and Lender (as hereinafter amended from time to time, the "Loan and Security Agreement"), and is entitled to all of the benefits and security of the Loan and Security Agreement. All capitalized terms used herein, unless otherwise specifically defined in this Note, shall have the meanings ascribed to them in the Loan and Security 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.

Davey Tree Expert Co – THIRD AMENDED AND RESTATED CREDIT AGREEMENT Among THE DAVEY TREE EXPERT COMPANY, as Borrower, VARIOUS LENDING INSTITUTIONS, as Banks, KEYBANK NATIONAL ASSOCIATION, (October 12th, 2017)

This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (as the same may from time to time be further amended, restated, supplemented or otherwise modified, this "Agreement") is made effective as of the 6th day of October, 2017, among:

Biohaven Pharmaceutical Holding Co Ltd. – SUBSCRIPTION AGREEMENT Dated as of October 5, 2017 by and Between Kleo Pharmaceuticals, Inc. And Biohaven Pharmaceutical Holding Company Ltd. Common Stock US$0.0001 Par Value (October 12th, 2017)

THIS SUBSCRIPTION AGREEMENT, dated as of October 5, 2017 (this Agreement), is between Kleo Pharmaceuticals, Inc., a Delaware corporation (the Company), and Biohaven Pharmaceutical Holding Company Ltd., a company formed under the laws of the Territory of the British Virgin Islands (the Investor).

Biohaven Pharmaceutical Holding Co Ltd. – SUBSCRIPTION AGREEMENT Dated as of October 5, 2017 by and Between Kleo Pharmaceuticals, Inc. And Biohaven Pharmaceutical Holding Company Ltd. Common Stock US$0.0001 Par Value (October 12th, 2017)

THIS SUBSCRIPTION AGREEMENT, dated as of October 5, 2017 (this Agreement), is between Kleo Pharmaceuticals, Inc., a Delaware corporation (the Company), and Biohaven Pharmaceutical Holding Company Ltd., a company formed under the laws of the Territory of the British Virgin Islands (the Investor).

Wakefern Food Corporation – Stockholders Agreement as of 03.10.16 42905-1 2 E. The Board of Directors and the Stockholders of Wakefern Believe It Is in Wakefern's and Each of the Stockholder's Best Interest to Undertake a Major Capital Expenditure Program in Order to Increase the Merchandise Handling Capacity of Wakefern and to Promote Retail Growth; And F. To Induce One or More Lending Institutions to Provide the Necessary Financing for Such Capital Expenditure Program, the Stockholders Have Agreed, Subject to the Terms and Conditions Contained Herein, to Make Certain Financial Commitments to Wakefern; NOW, THEREFORE, f (October 12th, 2017)
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.

Stonemor Partners L.P. – Fourth Amendment to Credit Agreement (October 5th, 2017)

CREDIT AGREEMENT (this Agreement) dated as of August 4, 2016 among STONEMOR OPERATING LLC, a Delaware limited liability company, the other BORROWERS party hereto, the LENDERS from time to time party hereto, CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent, Issuing Bank and Swingline Lender, CITIZENS BANK OF PENNSYLVANIA, as Syndication Agent, and TD BANK, N.A. and RAYMOND JAMES BANK, N.A., as Co-Documentation Agents.

Astro-Med, Inc. – ASSET PURCHASE AND LICENSE AGREEMENT BY AND BETWEEN ASTRONOVA, INC. AND HONEYWELL INTERNATIONAL INC. SEPTEMBER 28, 2017 License Agreement No. 2017-8072 CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. TRIPLE ASTERISKS [***] DENOTE OMISSIONS. (October 4th, 2017)

THIS ASSET PURCHASE AND LICENSE AGREEMENT (this Agreement) is made this 28th day of September 2017, by and between AstroNova, Inc., a Rhode Island corporation, (Purchaser), and Honeywell International Inc., a Delaware corporation (Seller and together with the Purchaser, the Parties and each a Party).

Astro-Med, Inc. – First Amendment to Credit Agreement (October 4th, 2017)

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this Amendment), dated as of September 28, 2017, is by and among ASTRONOVA, INC., a Rhode Island corporation (the U.S. Borrower), ANI APS, a Danish private limited liability company (Danish Borrower and together with the U.S. Borrower, the Borrowers and each a Borrower), and TROJAN LABEL APS, a Danish private limited liability company (Foreign Guarantor), and BANK OF AMERICA, N.A., as Lender (the Lender). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.

Exa Corporation – AGREEMENT AND PLAN OF MERGER Among DASSAULT SYSTEMES SIMULIA CORP., 3DS ACQUISITION 3 CORP. And EXA CORPORATION Dated as of September 27, 2017 (September 28th, 2017)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) is made and entered into as of September 27, 2017 (the Agreement Date), by and among Dassault Systemes Simulia Corp., a Rhode Island corporation (Parent), 3DS Acquisition 3 Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent (Purchaser), and Exa Corporation, a Delaware corporation (the Company). Each of Parent, Purchaser and the Company are referred to herein as a Party and together as Parties.

Warrant Agent Agreement (September 26th, 2017)

WARRANT AGENT AGREEMENT (this "Warrant Agreement") dated as of _________, 2017 (the "Issuance Date") between Towerstream Corporation, a company incorporated under the laws of the State of Delaware (the "Company"), and Equity Stock Transfer (the "Warrant Agent").

Towerstream Corporation Underwriting Agreement (September 26th, 2017)

Joseph Gunnar & Co., LLCAs Representative of the several Underwriters named on Schedule 1 attached hereto30 Broad Street, 11th Fl

OptiNose, Inc. – Manufacturing Services Agreement (September 18th, 2017)

This Manufacturing Services Agreement (this Agreement), dated as of August 31, 2017 (the Effective Date), is by and among, on the one hand, OptiNose US, Inc., duly organized and existing under the laws of Delaware and having offices located at 1020 Stony Hill Road, Suite 300, Yardley, PA 19067 (referred to herein as OptiNose US), OptiNose UK Ltd. duly organized and existing under the laws of England and having offices located at Hunts Rise, South Marston Park, Wiltshire, SN3 4TG, England (referred to herein as OptiNose UK), and OptiNose AS, duly organized and existing under the laws of Norway and having offices located at Gaustadalleen 21, 0349 Oslo, Norway (referred to herein as OptiNose Norway, and collectively with OptiNose US and OptiNose UK, OptiNose), and, on the other hand, and Ximedica, LLC, a Rhode Island limited liability company, having a principal office at 55 DuPont Drive, Providence, Rhode Island 02907 (Ximedica).

Procaccianti Hotel Reit, Inc. – Limited Partnership Agreement Of (September 15th, 2017)

Whereas, the parties hereto wish to form a limited partnership (the "Partnership") pursuant to Chapter 17, Title 6 of the Delaware Code.

Procaccianti Hotel Reit, Inc. – Amended and Restated Advisory Agreement (September 15th, 2017)

THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this "Agreement"), dated as of the ____ day of ____________, 2017, is entered into by and among Procaccianti Hotel REIT, Inc., a Maryland corporation (the "Company"), Procaccianti Hotel REIT, L.P., a Delaware limited partnership (the "Operating Partnership"), and Procaccianti Hotel Advisors, LLC, a Delaware limited liability company (the "Advisor"). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

HASBRO, INC. $500,000,0000 3.500% Notes Due 2027 FIFTH SUPPLEMENTAL INDENTURE Dated as of September 13, 2017 to Indenture Dated as of March 15, 2000 THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, AS SUCCESSOR TRUSTEE TO THE BANK OF NOVA SCOTIA TRUST COMPANY OF NEW YORK as Trustee (September 13th, 2017)

This FIFTH SUPPLEMENTAL INDENTURE (the Fifth Supplemental Indenture) dated as of September 13, 2017 between HASBRO, INC., a Rhode Island corporation (the Company), and THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as successor trustee to THE BANK OF NOVA SCOTIA TRUST COMPANY OF NEW YORK, as trustee (the Trustee).

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).

AAC Holdings, Inc. – SECURITIES PURCHASE AGREEMENT by and Among ADCARE HOLDING TRUST, ADCARE, INC., AAC HOLDINGS, INC. And AAC HEALTHCARE NETWORK, INC. Dated as of September 13, 2017 (September 13th, 2017)

This SECURITIES PURCHASE AGREEMENT (this Agreement) is made as of September 13, 2017, by and among AAC Holdings, Inc., a Nevada corporation (Holdings), AAC Healthcare Network, Inc., a Delaware corporation and a wholly-owned subsidiary of Holdings (Buyer), AdCare Holding Trust, a Massachusetts Business Trust (Seller), and AdCare, Inc., a Massachusetts corporation (the Company). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 10 below.

Manitowoc Foodservice, Inc. – Amendment No. 3 to Credit Agreement and Limited Consent (September 13th, 2017)

This Amendment No. 3 to Credit Agreement and Limited Consent (this Amendment) is entered into as of September 7, 2017 by and among Welbilt, Inc., a Delaware corporation (formerly known as Manitowoc Foodservice, Inc.) (the Borrower), the Subsidiary Borrowers (as defined in the Credit Agreement (as defined below)) signatory hereto, JPMorgan Chase Bank, N.A., individually (JPMorgan) and as administrative agent (the Administrative Agent), and the other financial institutions signatory hereto.

Krystal Biotech, Inc. – Employment Agreement (September 7th, 2017)

This Employment Agreement (the Agreement), dated MAY 1, 2017, is between Krystal Biotech, Inc., a Delaware corporation] (the Company) and SUMA M KRISHNAN, (Employee).

Krystal Biotech, Inc. – Employment Agreement (September 7th, 2017)

This Employment Agreement (the Agreement), dated May 1, 2017, is between Krystal Biotech, Inc., a Delaware corporation] (the Company) and POOJA AGARWAL, (Employee), and reflects the Companys and Employees desire to establish a full employment relationship following Employees service to Krystal Biotech, LLC, a predecessor of the Company.

Krystal Biotech, Inc. – Lease by and Between Wharton Lender Associates, Lp, Landlord and Krystal Biotech Llc, Tenant of 2100 Wharton Street (September 7th, 2017)
Krystal Biotech, Inc. – Bylaws of Krystal Biotech, Inc. (September 7th, 2017)
Krystal Biotech, Inc. – Employment Agreement (September 7th, 2017)

This Employment Agreement (the Agreement), dated July 1, 2017, is between Krystal Biotech, Inc., a Delaware corporation] (the Company) and Krish S. Krishnan, (Employee).

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.

Contract (August 24th, 2017)
Pennymac Financial Services In – Master Repurchase Agreement (August 24th, 2017)

MASTER REPURCHASE AGREEMENT, dated as of August 21, 2017 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this "Repurchase Agreement"), by and between PENNYMAC LOAN SERVICES, LLC, a Delaware limited liability company (the "Seller"), and DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, (the "Buyer").

Pennymac Mortgage Invest Tr – Master Repurchase Agreement (August 24th, 2017)

MASTER REPURCHASE AGREEMENT, dated as of August [18], 2017 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this "Repurchase Agreement"), by and between PENNYMAC CORP., a Delaware corporation (the "Seller"), and DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, (the "Buyer").

New Residential Investment Corp – Contract (August 22nd, 2017)
Stonemor Partners L.P. – Third Amendment and Limited Waiver to Credit Agreement (August 17th, 2017)

This THIRD AMENDMENT AND LIMITED WAIVER TO CREDIT AGREEMENT (this Limited Waiver), entered into as of August 16, 2017 but with an effective date as of August 15, 2017 (the Effective Date), is entered into by and among STONEMOR OPERATING LLC, a Delaware limited liability company (the Administrative Borrower), the other Borrowers party hereto, the Lenders party hereto and CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the Administrative Agent).

Pangaea Logistics Solutions Ltd. – M/v BULK BEOTHUK Bareboat Charter Party Dtd. June 6, 2017 Between GOLDWING SHIPPING COMPANY, as Owners and AMERICAS BULK TRANSPORT (BVI) LIMITED, as Charterers RIDER CLAUSES (August 14th, 2017)

This Charter is part of a sale/bareboat charter transaction consisting of (i) this Charter, and (ii) a Memorandum of Agreement dated the same date hereof between the Owners, as buyers, and Bulk Atlantic Ltd., as sellers (the "Sellers"), an affiliated company with the Charterers, with respect to the purchase and sale of the Vessel (the "MOA").