Rhode Island Sample Contracts

Crawford – MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT BY AND BETWEEN CRAWFORD & COMPANY CRAWFORD & COMPANY (CANADA) INC. EPIQ CLASS ACTION & CLAIMS SOLUTIONS, INC. AND EPIQ SYSTEMS CANADA ULC Dated as of June 15, 2018 (June 18th, 2018)

This MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT, dated June 15, 2018 (this Agreement), is made and entered into by and between Crawford & Company, a Georgia corporation (Equity Seller), Crawford & Company (Canada) Inc., a Canada corporation (Asset Seller; each of Equity Seller and Asset Seller, a Seller and collectively Sellers), Epiq Class Action & Claims Solutions, Inc., a Rhode Island corporation (Equity Buyer), and Epiq Systems Canada ULC, a British Columbia unlimited liability company (Asset Buyer each of Equity Buyer and Asset Buyer, a Buyer and collectively Buyers). Buyers (collectively) and Sellers (collectively) are each referred to individually as a Party and collectively as the Parties.

Stonemor Partners L.P. – Fifth Amendment to Credit Agreement (June 18th, 2018)

This FIFTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), is entered into as of December 22, 2017 but with an effective date as of September 29, 2017 (the "Effective Date"), 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").

Stonemor Partners L.P. – Sixth Amendment and Waiver to Credit Agreement (June 18th, 2018)

This SIXTH AMENDMENT AND WAIVER TO CREDIT AGREEMENT (this "Amendment and Waiver"), dated as of June 12, 2018, 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").

Procaccianti Hotel Reit, Inc. – Amended and Restated Advisory Agreement (June 15th, 2018)

THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this "Agreement"), dated as of the ____ day of _________, 2018, 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.

Procaccianti Hotel Reit, Inc. – Limited Liability Company Agreement of Procaccianti Convertible Fund, Llc (June 15th, 2018)

THIS LIMITED LIABILITY COMPANY AGREEMENT ("Agreement") is entered into effective as of April 21, 2017 (the "Effective Date"), among PROCACCIANTI CONVERTIBLE FUND, LLC (the "Company"), a limited liability company organized under the laws of the State of Delaware and the Persons listed on Exhibit A attached hereto as Members (the "Members").

Procaccianti Hotel Reit, Inc. – Form of Indemnification Agreement (June 15th, 2018)

THIS INDEMNIFICATION AGREEMENT ("Agreement") is made and entered into as of the _____ day of ______________, ________, by and between Procaccianti Hotel REIT, Inc., a Maryland corporation (the "Company"), and __________ ("Indemnitee").

952-912-4991 Central Fax (June 15th, 2018)

On behalf of Digi International Inc., I am pleased to offer you employment as Sr. Vice President, Chief Financial Officer and Treasurer reporting to Ron Konezny. (Please see Contingent Offer section below.)

Bloom Energy Corp – Contract (June 12th, 2018)
Bloom Energy Corp – Table of Contents (June 12th, 2018)

Diamond State Generation Partners, LLC, a Delaware limited liability company (the Company), agrees with each of the Purchasers as follows:

Release Agreement (June 12th, 2018)

This Release Agreement (the "Agreement"), by and between Internap Corporation (the "Company") and Robert Dennerlein ("You" or "Your") (the Company and You collectively referred to as the "Parties") is entered into and effective as of June 11, 2018 (the "Effective Date").

AdCare Health Systems, Inc. – Non-Competition Agreement (June 12th, 2018)

THIS AGREEMENT is made by and between MiMedx Group, Inc., (the "Company") and Name ("Employee"). In consideration of the employment or continued employment of the Employee and the salary and other remuneration and benefits paid by the Company to the Employee while Employee is employed by the Company, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties agree:

Astro-Med, Inc. – Third Amendment to Credit Agreement (June 6th, 2018)

This THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of April 17, 2018 (this Third Amendment), is among the following: (i) AstroNova, Inc., a Rhode Island corporation (the U.S. Borrower and the existing Domestic Guarantor); (ii) ANI APS, a Danish private liability company (the Danish Borrower); Trojan Label APS, a Danish private liability company (the Foreign Guarantor); and Bank of America, N.A. (the Lender). Capitalized terms used but not defined in this Third Amendment shall have the meanings assigned to such terms in the Credit Agreement (as defined below).

Silgan Holdings, Inc. – Contract (June 5th, 2018)
Asset Purchase Agreement Dated as of May 4, 2018 by and Among Advanced Care Scripts, Inc., Fred's Stores of Tennessee, Inc., Fred's, Inc., National Pharmaceutical Network, Inc., and Reeves-Sain Drug Store, Inc. D/B/a Entrustrx Asset Purchase Agreement (June 4th, 2018)

This ASSET PURCHASE AGREEMENT, dated as of May 4, 2018 (this "Agreement"), is made and entered into by and among Advanced Care Scripts, Inc., a Florida corporation ("Buyer"), Fred's Stores of Tennessee, Inc., a Delaware corporation ("Equity Holder"), National Pharmaceutical Network, Inc., a Florida corporation ("NCN"), and Reeves-Sain Drug Store, Inc. d/b/a EntrustRx, a Tennessee corporation ("EntrustRx" and, together with NCN, the "Sellers"), and Fred's, Inc., a Tennessee corporation ("Guarantor"). Sellers, Buyer, Equity Holder and Guarantor are sometimes hereinafter individually referred to as a "Party" and collectively referred to as the "Parties." Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Annex I to this Agreement.

Astro-Med, Inc. – Astronova, Inc. 2018 Equity Incentive Plan Restricted Stock Agreement (June 4th, 2018)

This Restricted Stock Agreement (Agreement) is made and entered into as of (the Grant Date), by and between AstroNova, Inc. (the Company), and (the Recipient). This Agreement is and shall be subject in every respect to the provisions of the Companys 2018 Equity Incentive Plan, as amended from time to time (the Plan), which is incorporated herein by reference and made a part hereof. The Recipient acknowledges that this Agreement shall be subject to all the terms and provisions of the Plan and agrees that (a) in the event of any conflict between the terms hereof and those of the Plan, the latter shall prevail, and (b) all decisions under and interpretations of the Plan by the Board or the Committee shall be final, binding and conclusive upon the Recipient and his or her heirs and legal representatives.

Astro-Med, Inc. – Astronova, Inc. 2018 Equity Incentive Plan Non-Employee Director Restricted Stock Agreement (June 4th, 2018)

This Restricted Stock Agreement (Agreement) is made and entered into as of (the Grant Date), by and between AstroNova, Inc. (the Company), and (the Recipient) pursuant to the Companys Non-Employee Director Annual Compensation Program (the Program). This Agreement is and shall be subject in every respect to the provisions of the Companys 2018 Equity Incentive Plan, as amended from time to time (the Plan) and the Program. The Program and the Plan are incorporated herein by reference and made a part hereof. The Recipient acknowledges that this Agreement shall be subject to all the terms and provisions of the Plan and the Program and agrees that (a) in the event of any conflict between the terms hereof and those of the Plan and/or Program, the terms of the Plan and/or Program shall prevail, and (b) all decisions under and interpretations of the Plan or Program by the Board or the Committee shall be final, binding and conclus

Astro-Med, Inc. – Astronova, Inc. 2018 Equity Incentive Plan Performance-Based Restricted Stock Unit Award Agreement (June 4th, 2018)

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (the Agreement) is made and entered into as of (the Grant Date) by and between AstroNova, Inc. (the Company) and (the Grantee).

Francesca's Holdings Corporatio – CREDIT AGREEMENT Dated as of May 25, 2018 Among FRANCESCA'S HOLDINGS CORPORATION and Its Subsidiaries Party Hereto, the Lenders Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Sole Bookrunner and Sole Lead Arranger ASSET BASED LENDING (May 30th, 2018)

Page ARTICLE 1 Definitions 1 Section 1.01 Defined Terms 1 Section 1.02 Classification of Loans and Borrowings 36 Section 1.03 Terms Generally 36 Section 1.04 Accounting Terms; GAAP 37 Section 1.05 Status of Obligations 37 ARTICLE 2 The Credits 37 Section 2.01 Commitments 37 Section 2.02 Loans and Borrowings 38 Section 2.03 Requests for Borrowings 39 Section 2.04 Protective Advances 39 Section 2.05 Swingline Loans and Overadvances 40 Section 2.06 Letters of Credit 42 Section 2.07 Funding of Borrowings 48 Section 2.08 Interest Elections 49 Section 2.09 Termination and Reduction of Commitments; Increase in Revolving Commitments 50 Section 2.10 Repayment and Amortization of Loans; Evidence of Debt 52 Section 2.11 Prepayment of Loans 53 Section

BrightView Holdings, Inc. – Amendment No. 2 to First Lien Credit Agreement (May 30th, 2018)
Pristine Acquisition, Inc. – Share Purchase Agreement (May 24th, 2018)

This Agreement made as of the 17th day of May, 2018 ("Agreement"), by and between Redux Acquisition, LLC, a Rhode Island limited liability company with an address at 780 Reservoir Avenue, #123, Cranston, R.I. 02910 ("Seller"), and Palewater Global Management Inc. with an address at 30 Wall Street, Level 8th, New York, NY 10005 ("Purchaser").

First Amendment to Lease (May 23rd, 2018)

This First Amendment to Lease made and entered into as of this 18th day of May, 2018, effective January 1, 2018, by and between Capital Properties, Inc., a Rhode Island corporation (hereinafter referred to as "Landlord") and Metropark, Ltd., a Rhode Island corporation (hereinafter referred to as "Tenant").

Agree Realty Corporation – AGREE REALTY CORPORATION Shares of Common Stock (Par Value $0.0001 Per Share) EQUITY DISTRIBUTION AGREEMENT (May 18th, 2018)

Page SECTION 1 DESCRIPTION OF SECURITIES 1 SECTION 2 PLACEMENTS 7 SECTION 3 SALE OF SECURITIES 9 SECTION 4 SUSPENSION OF SALES 11 SECTION 5 REPRESENTATIONS AND WARRANTIES 11 SECTION 6 SALE AND DELIVERY; SETTLEMENT 29 SECTION 7 COVENANTS OF THE COMPANY AND THE OPERATING PARTNERSHIP 33 SECTION 8 PAYMENT OF EXPENSES 41 SECTION 9 CONDITIONS OF THE OBLIGATIONS OF THE AGENT, THE FORWARD SELLER AND THE FORWARD PURCHASER 41 SECTION 10 INDEMNIFICATION 44 SECTION 11 CONTRIBUTION 46 SECTION 12 REPRESENTATIONS, WARRANTIES AND AGREEMENTS TO SURVIVE DELIVERY 48 SECTION 13 TERMINATION OF AGREEMEN

Bloom Energy Corp – Contract (May 18th, 2018)
Agree Realty Corporation – AGREE REALTY CORPORATION Shares of Common Stock (Par Value $0.0001 Per Share) EQUITY DISTRIBUTION AGREEMENT (May 18th, 2018)

Page SECTION 1 DESCRIPTION OF SECURITIES 1 SECTION 2 PLACEMENTS 4 SECTION 3 SALE OF SECURITIES 6 SECTION 4 SUSPENSION OF SALES 6 SECTION 5 REPRESENTATIONS AND WARRANTIES 6 SECTION 6 SALE AND DELIVERY; SETTLEMENT 23 SECTION 7 COVENANTS OF THE COMPANY AND THE OPERATING PARTNERSHIP 26 SECTION 8 PAYMENT OF EXPENSES 33 SECTION 9 CONDITIONS OF THE OBLIGATIONS OF THE MANAGER 34 SECTION 10 INDEMNIFICATION 36 SECTION 11 CONTRIBUTION 38 SECTION 12 REPRESENTATIONS, WARRANTIES AND AGREEMENTS TO SURVIVE DELIVERY 40 SECTION 13 TERMINATION OF AGREEMENT 40 SECTION 14

Hooper Holmes, Inc. – FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (This "Amendment"), Dated as of May 8, 2018 (The "Effective Date"), Is Entered Into by and Among HOOPER HOLMES, INC., a New York Corporation ("Borrower"), Each of the Undersigned Financial Institutions (Individually Each a "Lender" and Collectively "Lenders") and SWK FUNDING LLC, a Delaware Limited Liability Company, in Its Capacity as Administrative Agent for the Other Lenders (In Such Capacity, "Agent"). RECITALS WHEREAS, Borrower, Agent and Lenders Entered Into That Certa (May 15th, 2018)
Hooper Holmes, Inc. – FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (This "Agreement"), Entered Into as of May ___, 2018, Is Made and Entered Into by and Among CNH FINANCE FUND I, L.P. (Formerly Known as SCM SPECIALTY FINANCE OPPORTUNITIES FUND, L.P.), a Delaware Limited Partnership ("Lender") and HOOPER HOLMES, INC., a New York Corporation ("Hooper Holmes"), HOOPER DISTRIBUTION SERVICES, LLC, a New Jersey Limited Liability Company ("Hooper Distribution"), HOOPER WELLNESS, LLC, a Kansas Limited Liability Company ("Hooper Wellness"), ACCOUNTABLE HEALTH SOLUTIONS, LLC, a Kansas Limited Liability Company ("Accounta (May 15th, 2018)
Capital One Master Trust – Capital One Multi-Asset Execution Trust Card Series Class A(2018-1) Asset Backed Notes Terms Agreement (May 11th, 2018)

The Underwriters named on Schedule I attached hereto are the Underwriters for the purpose of this Agreement and for the purposes of the above-referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein and made a part hereof.

Skilled Healthcare Group – Limited Waiver and AMENDMENT No. 10 TO Third Amended and Restated CREDIT AGREEMENT (May 10th, 2018)

This LIMITED WAIVER AND AMENDMENT NO. 10 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is dated as of March 6, 2018 and is entered into by and among GENESIS HEALTHCARE, INC., a Delaware corporation ("Genesis Healthcare"), GENESIS HEALTHCARE LLC, a Delaware limited liability company ("Genesis Holdings"), FC-GEN OPERATIONS INVESTMENT, LLC, a Delaware limited liability company ("LLC Parent"), Genesis Healthcare's direct and indirect subsidiaries listed on Annex I-A hereto (together with Genesis Healthcare, Genesis Holdings and LLC Parent, collectively, "Borrowers"), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as administrative agent (successor-by-assignment to Healthcare Financial Solutions, LLC (the "Existing Administrative Agent"), in such capacity, the "Administrative Agent"), and the Lenders party hereto and is made with reference to that certain THIRD AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 2, 2015 (as amended by that certain Amendment

Skilled Healthcare Group – FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 6, 2018 Among GENESIS HEALTHCARE, INC. FC-GEN OPERATIONS INVESTMENT, LLC SKILLED HEALTHCARE, LLC GENESIS HOLDINGS, LLC GENESIS HEALTHCARE LLC and THE OTHER ENTITIES LISTED ON ANNEX I-A, as Borrowers, THE OTHER ENTITIES LISTED ON ANNEX I-B, as Guarantors and THE LENDERS AND L/C ISSUERS PARTY HERETO MIDCAP FUNDING IV TRUST, as Administrative Agent (May 10th, 2018)

THIS FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 6, 2018, is entered into by and among GENESIS HEALTHCARE, INC. (formerly known as Skilled Healthcare Group, Inc., "Ultimate Parent"), FC-GEN OPERATIONS INVESTMENT, LLC, a Delaware limited liability company ("LLC Parent", as a Borrower and as agent for the Borrowers pursuant to Section 11.23), SKILLED HEALTHCARE, LLC, a Delaware limited liability company ("Skilled Holdings"), GENESIS HOLDINGS, LLC, a Delaware limited liability company ("Genesis Holdings"), GENESIS HEALTHCARE LLC and the entities listed with their jurisdiction of organization on Annex I-A hereto and each Person becoming a party hereto as a "Borrower" in accordance with Section 7.10 (collectively, "Borrowers"), the entities listed with their jurisdiction of organization on Annex I-B hereto and each Person becoming a party hereto as a "Guarantor" in accordance with Section 7.10 (collectively, "Guarantors"), certain financial institutions from time to ti

Total System Services, Inc. [Name of Awardee] Performance Share Agreement (May 8th, 2018)

Total System Services, Inc. ("Company") confirms that on __, 20__, the Compensation Committee of the Board of Directors of Total System Services, Inc. (the "Committee") approved, effective ____ 20__ (the "Grant Date"), an award of performance shares ("Performance Shares") with an initial economic value equal to ____ Dollars ($___) (such initial economic value being the "20__-20__ Performance Opportunity"). The number of Performance Shares initially granted pursuant to this Performance Share Agreement will be determined by dividing the 20__-20__ Performance Opportunity by the closing price of the Company's Shares on the New York Stock Exchange on the Grant Date (your "Initial Performance Shares"). Your Initial Performance Shares may be adjusted based on the specified performance measures for the period 20__-20__ pursuant to the provisions of Section 1 below. The number of Performance Shares that you become entitled to receive will vest in accordance with the provisions of Section 2 (

To AMENDED AND RESTATED Loan and Security Agreement (May 4th, 2018)

This Consent and Sixth Amendment to Amended and Restated Loan and Security Agreement (this "Amendment") is entered into this 25th day of January, 2018 by and between SILICON VALLEY BANK ("Bank") and ASPEN AEROGELS, INC., a Delaware corporation ("Borrower") whose address is 30 Forbes Road, Building B, Northborough, Massachusetts 01532.

Amended and Restated Supply Agreement (May 4th, 2018)
Second Amendment to Credit Agreement and Joinder (May 3rd, 2018)

THIS CREDIT AGREEMENT (as hereafter amended, restated, modified or supplemented from time to time, the "Agreement") is dated as of February 17, 2017 and is made by and among KOPPERS INC., a Pennsylvania corporation (the "Borrower"), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the "Administrative Agent").

Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan Stock Option Agreement for Employees February 20, 2018 Grant Brian Goldner (May 2nd, 2018)

AGREEMENT, made effective as of ___________, 2018, by and between HASBRO, INC., a Rhode Island corporation (the "Company") and the designated option grant recipient (the "Optionee").

Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan Contingent Stock Performance Award (Three Performance Metrics ____________________) ______________, 2018 Grant Brian Goldner (May 2nd, 2018)

AGREEMENT, made effective as of _____________, 2018, by and between HASBRO, INC., a Rhode Island corporation (the "Company") and the designated contingent stock performance award recipient (the "Participant").