South Carolina Sample Contracts

Loan and Security Agreement (August 20th, 2018)

This FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of August 15, 2018 ("Amendment Date"), by and among BLUEGREEN VACATIONS CORPORATION, a Florida corporation f/k/a Bluegreen Corporation ("Borrower"), each of the financial institutions from time to time party hereto (individually, each a "Lender", and collectively, the "Lenders") and PACIFIC WESTERN BANK, a California state-chartered bank, as successor-by-merger to CapitalSource Bank, as administrative, payment and collateral agent for itself, as a Lender and the other Lenders (in such capacities, "Agent").

Deutsche Mortgage & Asset Receiving Corp – Mortgage Loan Purchase Agreement (August 20th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective [______], 20[__] between [German American Capital Corporation][MORTGAGE LOAN SELLER], as seller (the "Mortgage Loan Seller"), and Deutsche Mortgage & Asset Receiving Corporation, as purchaser (the "Purchaser").

Benchmark 2018-B5 Mortgage Trust – PURCHASER, and CITI REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 21, 2018 Fixed Rate Mortgage Loans Series 2018-B5 (August 20th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), dated as of August 21, 2018, is between J.P. Morgan Chase Commercial Mortgage Securities Corp., as purchaser (the "Purchaser"), and Citi Real Estate Funding Inc., as seller (the "Seller").

Benchmark 2018-B5 Mortgage Trust – PURCHASER, and GERMAN AMERICAN CAPITAL CORPORATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 21, 2018 Fixed Rate Mortgage Loans Series 2018-B5 (August 20th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), dated as of August 21, 2018, is between J.P. Morgan Chase Commercial Mortgage Securities Corp., as purchaser (the "Purchaser"), and German American Capital Corporation, as seller (the "Seller").

South Carolina Electric & Gas Co – SOUTH CAROLINA ELECTRIC & GAS COMPANY $300,000,000 First Mortgage Bonds, 3.50% Series Due 2021 $400,000,000 First Mortgage Bonds, 4.25% Series Due 2028 UNDERWRITING AGREEMENT (August 16th, 2018)
Consulting Agreement (August 14th, 2018)

This Consulting Agreement ("Agreement") is made this 1st day of June 2018 by and between ACORN ENERGY, INC., a corporation organized under the laws of Delaware (the "Company") and TRACY CLIFFORD CONSULTING, LLC, a limited liability company organized under the laws of South Carolina ("Consultant"). The Company and Consultant may be referred to herein collectively as the "Parties" or individually as the "Party".

GeoVax – GEOVAX LABS, INC. 1900 Lake Park Drive Suite 380 Smyrna, Georgia 30080 (August 14th, 2018)

I am pleased to confirm your acceptance of our offer of employment with GeoVax Labs, Inc. (the "Company") in the position of Chairman, President and Chief Executive Officer. As we agreed, your effective start date will be September 5, 2018 and the initial terms of the position are:

Synalloy Corporation – SYNALLOY CORPORATION Up to $10,000,000 of Common Stock EQUITY DISTRIBUTION AGREEMENT (August 10th, 2018)
CREDIT AGREEMENT by and Among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, THE McClatchy COMPANY, as Parent, and THE BORROWERS THAT ARE PARTIES HERETO Dated as of July 16, 2018 (August 9th, 2018)

THIS CREDIT AGREEMENT, is entered into as of July 16, 2018 by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a "Lender", as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent"), THE MCCLATCHY COMPANY, a Delaware corporation ("Parent"), the Subsidiaries of Parent identified on the signature pages hereof as "Borrowers", and those additional entities that hereafter become parties hereto as "Borrowers" in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1 (each a "Borrower" and individually and collectively, jointly and severally, the "Borrowers").

Duke Energy Progress, Llc. – Eighty-Eighth Supplemental Indenture (August 9th, 2018)

INDENTURE, dated as of August 1, 2018, by and between DUKE ENERGY PROGRESS, LLC (formerly Duke Energy Progress, Inc.), a limited liability company of the State of North Carolina, whose post office address is 410 South Wilmington Street, Raleigh, North Carolina 27601-1748 (hereinafter sometimes referred to as the Company), and THE BANK OF NEW YORK MELLON (formerly The Bank of New York (formerly Irving Trust Company)), a corporation of the State of New York, whose post office address is 101 Barclay Street, New York, New York 10286 (hereinafter sometimes referred to as the Corporate Trustee), and CHRISTIE LEPPERT (successor to Frederick G. Herbst, Richard H. West, J.A. Austin, E.J. McCabe, G. White, D.W. May, J.A. Vaughan, Joseph J. Arney, Wafaa Orfy, W.T. Cunningham, Douglas J. MacInnes, Ming Ryan and Tina D. Gonzalez), whose post office address is 10161 Centurion Parkway, Jacksonville, Florida 32256 (hereinafter sometimes referred to as the Individual Trustee; the Corporate Trustee and

America First Tax Exempt Investors, L.P. – Sale, Contribution and Assignment Agreement (August 9th, 2018)

THIS SALE, CONTRIBUTION AND ASSIGNMENT AGREEMENT (this "Agreement"), dated as of August 8, 2018, is between AMERICA FIRST MULTIFAMILY INVESTORS, L.P., a Delaware limited partnership ("ATAX") and ATAX TEBS IV, LLC, a Delaware limited liability company (the "Sponsor").

America First Tax Exempt Investors, L.P. – Series Certificate Agreement (August 9th, 2018)

Section 1.01Definitions. Whenever used in these Standard Terms, capitalized terms will have the meaning for those terms provided in Appendix I to the Offering Circular, which appendix is attached as Exhibit A.

America First Tax Exempt Investors, L.P. – BOND EXCHANGE, REIMBURSEMENT, PLEDGE AND SECURITY AGREEMENT Between FEDERAL HOME LOAN MORTGAGE CORPORATION and ATAX TEBS IV, LLC (August 9th, 2018)

THIS BOND EXCHANGE, REIMBURSEMENT, PLEDGE AND SECURITY AGREEMENT dated as of August 1, 2018 (this "Agreement") by and between the FEDERAL HOME LOAN MORTGAGE CORPORATION ("Freddie Mac"), a shareholder-owned government-sponsored enterprise organized and existing under the laws of the United States, and ATAX TEBS IV, LLC, a limited liability company organized and existing under the laws of the State of Delaware, as Sponsor (the "Sponsor").

MASTER LEASE AND SECURITY AGREEMENT Between the Entities That Are Signatories Hereto as "Landlord", as Landlord and the Entities That Are Signatories Hereto as "Tenant", as Tenant (August 7th, 2018)

This MASTER LEASE AND SECURITY AGREEMENT (this "Lease") is entered into as of April 26, 2018 (the "Effective Date") by and between each of the entities identified on Schedule 1 as a Landlord (individually and collectively, "Landlord"), and each of the entities identified on Schedule 1 as a Tenant (individually and collectively, "Tenant").

Goldfield Corporation (The) – Bb&t Security Agreement (August 7th, 2018)

This Security Agreement ("Security Agreement") is made May 24, 2018, between The Goldfield Corporation, a Delaware corporation, Southeast Power Corporation, a Florida corporation, Power Corporation of America, a Florida corporation, Bayswater Development Corporation, a Florida corporation, Pineapple House of Brevard, Inc., a Florida corporation, C and C Power Line, Inc., a Florida corporation, and Precision Foundations, Inc., a Florida corporation (collectively, "Debtor"), and Branch Banking and Trust Company, a North Carolina banking corporation ("Secured Party").

Goldfield Corporation (The) – Bb&t Security Agreement (August 7th, 2018)

This Security Agreement ("Security Agreement") is made May 24, 2018, between The Goldfield Corporation, a Delaware corporation, Southeast Power Corporation, a Florida corporation, Power Corporation of America, a Florida corporation, Bayswater Development Corporation, a Florida corporation, Pineapple House of Brevard, Inc., a Florida corporation, C and C Power Line, Inc., a Florida corporation, and Precision Foundations, Inc., a Florida corporation (collectively, "Debtor"), and Branch Banking and Trust Company, a North Carolina banking corporation ("Secured Party").

Synalloy Corporation – Master Lease Agreement (August 7th, 2018)

THIS AMENDED AND RESTATED MASTER LEASE AGREEMENT (this "Lease") is made as of June ___, 2018 (the "Effective Date"), by and between STORE MASTER FUNDING XII, LLC, a Delaware limited liability company ("Lessor"), whose address is 8377 E. Hartford Drive, Suite 100, Scottsdale, Arizona 85255, and SYNALLOY CORPORATION, a Delaware corporation ("Lessee"), whose address is 4510 Cox Road, Suite 201, Richmond, VA 23060. Capitalized terms not defined herein shall have the meanings set forth in Exhibit A hereto.

Easterly Government Properties, Inc. – Purchase and Sale Agreement and Escrow Instructions (August 7th, 2018)

THIS PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this "Agreement") is made and entered into as of June 15, 2018 (the "Effective Date") between the Sellers listed on Exhibit A (each, a "Seller" and collectively, "Sellers"), on one hand, and Easterly Government Properties LP, a Delaware limited partnership ("Purchaser"), on the other hand.

Synalloy Corporation – First Amendment to Third Amended and Restated Loan Agreement (August 7th, 2018)

This First Amendment to Third Amended and Restated Loan Agreement (this "Amendment") is made as of June 29, 2018 by and among BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank") and Synalloy Corporation, a Delaware corporation, Synalloy Fabrication, LLC, a South Carolina limited liability company, Synalloy Metals, Inc., a Tennessee corporation, Bristol Metals, LLC, a Tennessee limited liability company, Manufacturers Soap & Chemical Company, a Tennessee corporation, Manufacturers Chemicals, LLC, a Tennessee limited liability company, Palmer of Texas Tanks, Inc., a Texas corporation, CRI Tolling, LLC, a South Carolina limited liability company, and Specialty Pipe & Tube, Inc., a Delaware corporation (sometimes individually a "Borrower" and collectively, the "Borrowers") for purposes of amending (without novation, accord nor satisfaction) certain aspects and provisions of the following (all of the following sequentially, cumulatively and collectively, the "Lo

MR2 Group, Inc. – Centurylink Master Service Agreement (August 6th, 2018)

This Master Service Agreement ("Agreement") is between CENTURYLINK COMMUNICATIONS, LLC ("CenturyLink") and PRECISION OPINION ("Customer") and is effective on the date the last party signs it (the "Effective Date"). This Agreement provides the terms and conditions applicable to Customer's purchase of products and services ("Service") from CenturyLink.

World Acceptance Corporation – Stock Purchase Agreement (August 3rd, 2018)

STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of July 13, 2018, to be effective as of July 1, 2018, by and among World Acceptance Corporation ("Seller 1"), WFC Services Inc. ("Seller 2"), WAC Mexico Holdings, LLC ("Seller 3", jointly with Seller 1 and Seller 2 as the "Sellers") and Astro Wealth S.A. de C.V. ("Purchaser 1") and Astro Assets S.A. de C.V. ("Purchaser 2", jointly with Purchaser 1 as the "Purchasers"), together with the Sellers as the "Parties" or "Party").

Arbor Realty Trust – Mortgage Asset Purchase Agreement (August 3rd, 2018)

This MORTGAGE ASSET PURCHASE AGREEMENT (this Agreement) is made as of June 14, 2018 by and between Arbor Realty SR, Inc., a Maryland corporation (the Seller), and Arbor Realty Commercial Real Estate Notes 2018-FL1, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the Issuer and, in some instances, the Purchaser).

First Amendment to Second Amended and Restated Credit Agreement With Consent of Guarantor (August 3rd, 2018)

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT WITH CONSENT OF GUARANTOR (the "Amendment") effective as of June 12, 2018, by and among Vicon Industries, Inc., (the "Borrower"), NIL Funding Corporation (the "Lender"), and IQinVision, Inc. (the "Guarantor").

Bank 2018-Bnk13 – Mortgage Loan Purchase Agreement (August 2nd, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of July 23, 2018, between Bank of America, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Bank 2018-Bnk13 – Mortgage Loan Purchase Agreement (August 2nd, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of July 23, 2018, between Wells Fargo Bank, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Bank 2018-Bnk13 – Mortgage Loan Purchase Agreement (August 2nd, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of July 23, 2018, between National Cooperative Bank, N.A., as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

Asset Purchase Agreement by and Among (August 2nd, 2018)

This ASSET PURCHASE AGREEMENT (the Agreement) is made and entered into as of August 1, 2018, by and among Boingo Wireless, Inc., a Delaware corporation (Parent), Boingo MDU, LLC, a Delaware limited liability company and wholly-owned subsidiary of Parent (Buyer), Elauwit Networks, LLC, a South Carolina limited liability company (Seller), Daniel McDonough, Jr., Barry Rubens Taylor Jones (each, together with their respective Affiliates, a Principal Member and together the Principal Members) and, solely with respect to Article VII, Elauwit, LLC and DragonRider Enterprises, LLC (each a Member and together, the Members).

Bank 2018-Bnk13 – Mortgage Loan Purchase Agreement (August 2nd, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of July 23, 2018, between Morgan Stanley Mortgage Capital Holdings LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the "Mortgage Loan Seller" or "Seller"), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the "Purchaser").

EXECUTION VERSION Published Deal CUSIP Number: 96038PAF5 Published Refinancing Term Facility CUSIP Number: 96038PAH1 Published Delayed Draw Term Facility CUSIP Number: 96038PAJ7 Revolving Facility CUSIP Number: 96038PAG3 CREDIT AGREEMENT Dated as of June 8, 2018, Among WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION, WABTEC COOPERATIEF U.A. And the Other BORROWING SUBSIDIARIES Party Hereto, the LENDERS Party Hereto and PNC BANK, NATIONAL ASSOCIATION, as the Administrative Agent ___________________________ GOLDMAN SACHS BANK USA, HSBC BANK USA, N.A., JPMORGAN CHASE BANK, N.A., MERRILL LYNCH, PI (July 31st, 2018)
Comfort Systems USA, Inc. – Amendment No. 5 to Second Amended and Restated Credit Agreement and Amendment to Other Loan Documents (July 26th, 2018)

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT is made as of July 16, 2010, by and among Comfort Systems USA, Inc., a Delaware corporation, Wells Fargo Bank, National Association (successor by merger to Wachovia Bank, N.A.), a national banking association, as Agent, and the Lenders referred to below, and amends and restates that certain Amended and Restated Credit Agreement dated February 20, 2007 entered into by the Borrower, the Lenders therein and Wachovia Bank, N.A., as administrative agent (the "Existing Credit Agreement").

Agree Realty Corporation – Increase Agreement (July 23rd, 2018)

THIS INCREASE AGREEMENT (this "Agreement") dated as of July 18, 2018 (the "Agreement"), is executed by each of the existing Revolving Lenders under (and as defined in) the Credit Agreement (as defined below) a signatory hereto (the "Increasing Lenders"), PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the "Administrative Agent"), AGREE REALTY CORPORATION, a Maryland corporation (the "Parent"), and AGREE LIMITED PARTNERSHIP, a Delaware limited partnership (the "Borrower").

World Acceptance Corporation – Stock Purchase Agreement (July 19th, 2018)

STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of July ___, 2018, to be effective as of July 1, 2018, by and among World Acceptance Corporation ("Seller 1"), WFC Services Inc. ("Seller 2"), WAC Mexico Holdings, LLC ("Seller 3", jointly with Seller 1 and Seller 2 as the "Sellers") and Astro Wealth S.A. de C.V. ("Purchaser 1") and Astro Assets S.A. de C.V. ("Purchaser 2", jointly with Purchaser 1 as the "Purchasers"), together with the Sellers as the "Parties" or "Party").

SCBT Financial Corporation – South State Bank Employment Agreement (July 19th, 2018)

This Employment Agreement (the "Agreement") is entered into effective as of March 1, 2019 by and between South State Bank (the "Bank"), a South Carolina state-chartered bank, and South State Corporation, the bank holding company organized under the laws of the State of South Carolina and the holding company for the Bank ("SSB"), John Windley (the "Employee"), a resident of the state of South Carolina.

Sunoco Logistics Partners Lp – ENERGY TRANSFER PARTNERS, L.P. 16,000,000 7.625% Series D Fixed-To-Floating Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (July 19th, 2018)
SCBT Financial Corporation – South State Bank Executive Consulting Agreement (July 19th, 2018)

This Executive Consulting Agreement (the "Agreement") is entered into effective as of September 1, 2019 by and between South State Bank (the "Bank"), a South Carolina state-chartered bank, and South State Corporation, the bank holding company organized under the laws of the State of South Carolina and the holding company for the Bank ("SSB"), Joseph E. Burns (the "Consultant"), a resident of the state of South Carolina.