Saul Ewing Sample Contracts

Hospitality Properites Trust – SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 10, 2018 by and Among HOSPITALITY PROPERTIES TRUST, as Borrower, THE FINANCIAL INSTITUTIONS PARTY HERETO AND THEIR ASSIGNEES UNDER SECTION 12.5., as Lenders, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, WELLS FARGO SECURITIES, LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, PNC CAPITAL MARKETS, LLC and RBC CAPITAL MARKETS1, as Joint Lead Arrangers and Joint Lead Bookrunners, BANK OF AMERICA, N.A., PNC BANK, NATIONAL ASSOCIATION and ROYAL BANK OF CANADA, as Syndication Agents and CITIBANK, N.A., COMPASS BA (May 15th, 2018)

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") dated as of May 10, 2018, by and among Hospitality Properties Trust, a real estate investment trust formed under the laws of the State of Maryland (the "Borrower"), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 12.5. (the "Lenders"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the "Administrative Agent"), with each of WELLS FARGO SECURITIES, LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (or its Affiliate), PNC CAPITAL MARKETS, LLC and RBC CAPITAL MARKETS, as Joint Lead Arrangers and Joint Bookrunners (each a "Lead Arranger"), each of BANK OF AMERICA, N.A., PNC BANK, NATIONAL ASSOCIATION and ROYAL BANK OF CANADA, as Syndication Agents (each a "Syndication Agent"), and each of CITIBANK, N.A., COMPASS BANK, MIZUHO BANK, LTD., REGIONS BANK, SUMITOMO MITSUI BANKING CORPORATION, and U.S. BANK NATIONAL ASSOCIATION,

New England Realty Associates Limited Partnershi – Purchase and Sale Contract (April 3rd, 2018)

THIS PURCHASE AND SALE CONTRACT (this "Contract") is entered into as of the ___ day of February, 2018 (the "Effective Date"), by and between WEBSTER GREEN APARTMENTS, a Massachusetts limited liability company, with an office at 369 Lindsay Pond Road, Concord, MA 01742 ("Seller"), and THE HAMILTON COMPANY, INC., a Massachusetts corporation, having a principal address at 39 Brighton Avenue, Boston, MA 02134, or its permitted assignee ("Buyer").

You On Demand Holdings Inc – Stock Purchase Agreement (March 30th, 2018)

THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 28th day of February, 2018 (the "Effective Date"), by and among (i) Seven Stars Cloud Group, Inc., a Nevada corporation ("SSC"), (ii) China Broadband, Ltd., a Cayman Islands limited liability company and a wholly-owned subsidiary of SSC ("Purchaser"), (iii) Shawn Sloves ("Seller"), and (iv) Delaware Board of Trade Holdings, Inc., a Delaware corporation (the "Company").

You On Demand Holdings Inc – Stock Purchase Agreement (March 30th, 2018)

THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 18th day of December, 2017 (the "Effective Date"), by and among (i) Seven Stars Cloud Group, Inc., a Nevada corporation (the "Purchaser"), (ii) each of the parties listed on the signature page hereto as "Seller" (each, a "Seller" and collectively, the "Sellers"), and (iii) Delaware Board of Trade Holdings, Inc., a Delaware corporation (the "Company").

You On Demand Holdings Inc – Stock Purchase Agreement (March 30th, 2018)

THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 12th day of January, 2018 (the "Effective Date"), by and among (i) Seven Stars Cloud Group, Inc., a Nevada corporation ("Purchaser"), (ii) DBOT-I LLC, a Delaware limited liability company ("Seller"), and (iii) Delaware Board of Trade Holdings, Inc., a Delaware corporation (the "Company").

Supernus Pharmaceuticals Inc. – LEASE AGREEMENT by and Between ROCKSIDE-700 LLC a Maryland Limited Liability Company and SUPERNUS PHARMACEUTICALS, INC. A Delaware Corporation Dated February 27, 2018 (March 5th, 2018)

THIS AGREEMENT OF LEASE. (the Lease) made effective this 27th day of February, 2018. (the Effective Date) by and between ROCKSIDE-700 LLC, a Maryland limited liability company hereinafter referred to as Landlord, and SUPERNUS PHARMACEUTICALS, INC., a Delaware corporation, hereinafter referred to as Tenant.

FORM OF STOCK PURCHASE AGREEMENT OF SERIES a CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (PositiveID Corporation, Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) (February 2nd, 2018)

This Series A Convertible Preferred Stock Purchase Agreement (the "Agreement") is entered into as of January 30, 2018 ("Effective Date") by and among PositiveID Corporation, a Delaware corporation ("PositiveID"), Holdings ENG, LLC, a Florida limited liability company ("Purchaser") and E-N-G Mobile Systems, Inc., a California corporation (the "Company").

Signature Group Hold – Interim Order (A) Approving Notification and Hearing Procedures for Certain Transfers of and Declarations of Worthlessness With Respect to Stock and (B) Granting Related Relief (November 27th, 2017)

Upon the motion (the "Motion")2 of the above-captioned debtors and debtors-in-possession (collectively, the "Debtors") for entry of interim and final orders, pursuant to sections 105(a), 362, and 541 of the Bankruptcy Code, Bankruptcy Rules 6003 and 6004, and Local Rule 9013-1(m): (a) approving the Procedures related to certain transfers of, or declarations of worthlessness with respect to Stock; (b) directing that any purchase, sale, or other transfer of, or declaration of worthlessness with respect to Stock in violation of the Procedures shall be null and void ab initio; and (c) granting related relief, all as more fully set forth in the Motion; and upon the First Day Declaration; and upon the record of the interim hearing on the Motion; and this Court having jurisdiction over this matter pursuant to 28 U.S.C. SSSS 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated

Contract (November 13th, 2017)
Aclaris Therapeutics, Inc. – Sublease (November 6th, 2017)
8,000,000 Shares CORPORATE OFFICE PROPERTIES TRUST Common Shares of Beneficial Interest UNDERWRITING AGREEMENT (November 2nd, 2017)
Spring Bank Pharmaceuticals, Inc. – Basic Lease Information (October 5th, 2017)

THIS LEASE AGREEMENT (this "Lease") is entered into as of October 4, 2017 (the "Effective Date") between 35 Parkwood Realty LLC, a Massachusetts limited liability company ("Landlord"), and Spring Bank Pharmaceuticals, Inc., a Delaware corporation ("Tenant").

Settlement and License Agreement (August 2nd, 2017)

This Settlement and License Agreement ("Agreement"), effective April 12, 2017, is entered into by and between BioMarin Pharmaceutical Inc., a corporation organized and existing under the laws of the State of Delaware, having a principal place of business at 770 Lindaro Street, San Rafael, California 94901 ("BioMarin"), Merck & Cie, a Swiss corporation having a principal place of business at Im Laternenacker 5, 8200 Schaffhausen, Switzerland ("Merck") (together "Plaintiffs"); and Par Pharmaceutical, Inc. ("Par"), a company organized under the laws of Delaware, having a principal place of business at 300 Tice Boulevard, Woodcliff Lake, NJ 07677. Each of BioMarin, Merck, and Par are individually referred to herein by name or the term "Party" and collectively referred to herein as "Parties."

STOCK OPTION AGREEMENT FOR SERIES a CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) (June 14th, 2017)

This Stock Option Agreement (the "Agreement") is entered into as of June 12, 2017, by and between E-N-G Mobile Systems, Inc., a California corporation (the "Seller") and Holdings ENG, LLC, a Florida limited liability company (the "Purchaser").

STOCK PURCHASE AGREEMENT OF SERIES a CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (PositiveID Corporation, Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) (June 14th, 2017)

This Stock Purchase Agreement (the "Agreement") is entered into as of June 12, 2017 ("Effective Date") by and among PositiveID Corporation, a Delaware corporation ("Seller"), Holdings ENG, LLC, a Florida limited liability company ("Purchaser") and E-N-G Mobile Systems, Inc., a California corporation (the "Company").

STOCK PURCHASE AGREEMENT Among AMBRELL HOLDINGS, LLC, AMBRELL CORPORATION, GRAYCLIFF PRIVATE EQUITY PARTNERS III LP, HUDSON RIVER CO-INVESTMENT FUND II LP and INTEST CORPORATION Dated as of May 24, 2017 PAGE (May 24th, 2017)

This Stock Purchase Agreement (this "Agreement"), dated as of May 24, 2017, is entered into between AMBRELL HOLDINGS, LLC, a Delaware limited liability company ("Seller"), AMBRELL CORPORATION, a New York corporation (the "Company"), GRAYCLIFF PRIVATE EQUITY PARTNERS III LP, a Delaware limited partnership ("Graycliff"), HUDSON RIVER CO-INVESTMENT FUND II LP, a Delaware limited partnership ("Hudson River"), and INTEST CORPORATION, a Delaware corporation ("Buyer").

Ag Mortgage Investment Trust – AG MORTGAGE INVESTMENT TRUST, INC. Up to $100,000,000 of Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: May 5, 2017 (May 8th, 2017)
Ag Mortgage Investment Trust – AG MORTGAGE INVESTMENT TRUST, INC. Up to $100,000,000 of Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: May 5, 2017 (May 8th, 2017)

AG Mortgage Investment Trust, Inc., a Maryland corporation (the Company), proposes, subject to the terms and conditions stated in this equity distribution agreement (this Agreement), to issue and sell through Credit Suisse Securities (USA) LLC, as Sales Agent (the Sales Agent), a maximum aggregate offering price of $100,000,000 of shares of its common stock, par value $0.01 per share (the Common Stock).

Trevena Inc – AGREEMENT OF LEASE BETWEEN CHESTERBROOK PARTNERS, LP AND TREVENA, INC. SUITE 200 955 CHESTERBROOK BOULEVARD CHESTERBROOK CORPORATE CENTER(r) TREDYFFRIN TOWNSHIP CHESTER COUNTY PENNSYLVANIA (March 8th, 2017)
Fifth Amendment to Credit Agreement (February 9th, 2017)

This CREDIT AGREEMENT (this Agreement) is entered into as of April 23, 2013, among DYNEGY INC. (the Borrower), a Delaware corporation, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as administrative agent (in such capacity, including any permitted successor thereto, the Administrative Agent) and as collateral trustee (in such capacity, including any permitted successor thereto, the Collateral Trustee) under the Credit Documents, and each Lender (such term having the meaning assigned in Section 1 hereto) from time to time party hereto.

Contract (February 9th, 2017)

LETTER OF CREDIT REIMBURSEMENT AGREEMENT, dated as of February 7, 2017, between DYNEGY INC., a Delaware corporation, as account party (the Account Party), and GOLDMAN SACHS BANK USA, a bank chartered under the laws of the State of New York, as issuing bank (in such capacity, together with its successors and permitted assigns in such capacity, the Issuing Bank).

Implant Sciences Corporation – Senior Secured, Super-Priority Debtor-In-Possession Loan and Security Agreement (November 14th, 2016)

THIS SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT (this Agreement), is entered into as of November 7, 2016 (the Effective Date), by and among Tannor Partners Credit Fund, LP (together with its successors, and permitted assigns, hereinafter the DIP Lender), and Implant Sciences Corporation, C Acquisition Corp., Accurel Systems International Corporation, and IMX Acquisition Corp. (collectively, the Borrower).

New England Realty Associates Limited Partnershi – Purchase and Sale Contract (March 11th, 2016)

THIS PURCHASE AND SALE CONTRACT AND JOINT ESCROW INSTRUMENTS (the "Contract") is made as of August__, 2015, by and between Avalon II Massachusetts Value I, L.P., a Delaware limited partnership ("Seller"), and Residences at Captain Parker, LLC, a Massachusetts limited liability company ("Buyer").

Egalet Corp – AGREEMENT OF LEASE BETWEEN CHESTERBROOK PARTNERS, LP AND EGALET US INC. SUITE 100 600 LEE ROAD CHESTERBROOK CORPORATE CENTER(r) TREDYFFRIN TOWNSHIP CHESTER COUNTY PENNSYLVANIA (March 11th, 2016)
Employment Agreement (March 11th, 2016)

This EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into this 5th day of November, 2015 by and between John M. Gill (the "Executive") and PharmAthene, Inc., a Delaware corporation (the "Company").

New England Realty Associates Limited Partnershi – MULTIFAMILY LOAN AND SECURITY AGREEMENT (Revised 9-4-2015) (January 14th, 2016)

THIS MULTIFAMILY LOAN AND SECURITY AGREEMENT ("Loan Agreement") is dated as of the day of , 20 and is made by and between RESIDENCES AT CAPTAIN PARKERS, LLC, a Massachusetts limited liability company ("Borrower"), and , a (together with its successors and assigns, "Lender").

RMR Group Inc. – REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN REIT MANAGEMENT & RESEARCH INC. AND SENIOR HOUSING PROPERTIES TRUST Dated as of June 5, 2015 (July 31st, 2015)

This Registration Rights Agreement (as amended, supplemented or restated from time to time, this Agreement) is entered into as of June 5, 2015, by and between Reit Management & Research Inc., a Maryland corporation (INC), and Senior Housing Properties Trust, a Maryland real estate investment trust (including its successors and permitted assigns, Shareholder). INC and Shareholder are each referred to as a Party and together as the Parties.

RMR Group Inc. – REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN REIT MANAGEMENT & RESEARCH INC. AND GOVERNMENT PROPERTIES INCOME TRUST Dated as of June 5, 2015 (July 31st, 2015)

This Registration Rights Agreement (as amended, supplemented or restated from time to time, this Agreement) is entered into as of June 5, 2015, by and between Reit Management & Research Inc., a Maryland corporation (INC), and Government Properties Income Trust, a Maryland real estate investment trust (including its successors and permitted assigns, Shareholder). INC and Shareholder are each referred to as a Party and together as the Parties.

RMR Group Inc. – Second Amended and Restated Property Management Agreement (July 31st, 2015)

THIS SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AGREEMENT (this Agreement) is made and entered into as of June 5, 2015, by and among Reit Management & Research LLC, a Maryland limited liability company (Managing Agent), and Hospitality Properties Trust, a Maryland real estate investment trust (the Company), on behalf of itself and those of its subsidiaries as may from time to time own properties subject to this Agreement (each, an Owner and, collectively, Owners).

RMR Group Inc. – TRANSACTION AGREEMENT BY AND AMONG REIT MANAGEMENT & RESEARCH LLC, REIT MANAGEMENT & RESEARCH TRUST, REIT MANAGEMENT & RESEARCH INC. AND SELECT INCOME REIT Dated as of June 5, 2015 (July 31st, 2015)

This Transaction Agreement (as amended, supplemented or restated from time to time, this Agreement) is entered into as of June 5, 2015, by and among (i) Reit Management & Research LLC, a Maryland limited liability company (LLC), (ii) Reit Management & Research Trust, a Massachusetts business trust (TRUST), (iii) Reit Management & Research Inc., a Maryland corporation (INC, and together with LLC and TRUST, the RMR Parties), and (iv) Select Income REIT, a Maryland real estate investment trust (REIT). The RMR Parties and REIT are each referred to as a Party and collectively as the Parties.

RMR Group Inc. – Second Amended and Restated Business Management Agreement (July 31st, 2015)

THIS SECOND AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this Agreement) is entered into effective as of June 5, 2015, by and between Government Properties Income Trust, a Maryland real estate investment trust (the Company), and Reit Management & Research LLC, a Maryland limited liability company (the Manager).

RMR Group Inc. – Second Amended and Restated Business Management Agreement (July 31st, 2015)

THIS SECOND AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this Agreement) is entered into effective as of June 5, 2015, by and between Select Income REIT, a Maryland real estate investment trust (the Company), and Reit Management & Research LLC, a Maryland limited liability company (the Manager).

RMR Group Inc. – Second Amended and Restated Business Management Agreement (July 31st, 2015)

THIS SECOND AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this Agreement) is entered into effective as of June 5, 2015, by and between Senior Housing Properties Trust, a Maryland real estate investment trust (the Company), and Reit Management & Research LLC, a Maryland limited liability company (the Manager).

RMR Group Inc. – REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN REIT MANAGEMENT & RESEARCH INC. AND SELECT INCOME REIT Dated as of June 5, 2015 (July 31st, 2015)

This Registration Rights Agreement (as amended, supplemented or restated from time to time, this Agreement) is entered into as of June 5, 2015, by and between Reit Management & Research Inc., a Maryland corporation (INC), and Select Income REIT, a Maryland real estate investment trust (including its successors and permitted assigns, Shareholder). INC and Shareholder are each referred to as a Party and together as the Parties.

RMR Group Inc. – TRANSACTION AGREEMENT BY AND AMONG REIT MANAGEMENT & RESEARCH LLC, REIT MANAGEMENT & RESEARCH TRUST, REIT MANAGEMENT & RESEARCH INC. AND SENIOR HOUSING PROPERTIES TRUST Dated as of June 5, 2015 (July 31st, 2015)

This Transaction Agreement (as amended, supplemented or restated from time to time, this Agreement) is entered into as of June 5, 2015, by and among (i) Reit Management & Research LLC, a Maryland limited liability company (LLC), (ii) Reit Management & Research Trust, a Massachusetts business trust (TRUST), (iii) Reit Management & Research Inc., a Maryland corporation (INC, and together with LLC and TRUST, the RMR Parties), and (iv) Senior Housing Properties Trust, a Maryland real estate investment trust (REIT). The RMR Parties and REIT are each referred to as a Party and collectively as the Parties.