South Dakota Sample Contracts

Summit Hotel Properties – Credit Agreement (December 10th, 2018)

CREDIT AGREEMENT dated as of December 6, 2018 (this "Agreement") among SUMMIT HOTEL OP, LP, a Delaware limited partnership (the "Borrower"), SUMMIT HOTEL PROPERTIES, INC., a Maryland corporation (the "Parent" or the "Parent Guarantor"), the entities listed on the signature pages hereof as the subsidiary guarantors (together with any Additional Guarantors (as hereinafter defined) acceding hereto pursuant to Section 5.01(j), 5.01(x) or 7.05, the "Subsidiary Guarantors" and, together with the Parent Guarantor, the "Guarantors"), the banks, financial institutions and other institutional lenders listed on the signature pages hereof as the initial lenders (the "Initial Lenders"), the Swing Line Banks (as hereinafter defined), DEUTSCHE BANK AG NEW YORK BRANCH ("DBNY"), BANK OF AMERICA, N.A., REGIONS BANK and U.S. BANK NATIONAL ASSOCIATION, as the initial issuers of Letters of Credit (as hereinafter defined) (the "Initial Issuing Banks"), DBNY, as administrative agent (together with any succes

Americold Realty Trust – CREDIT AGREEMENT Among AMERICOLD REALTY OPERATING PARTNERSHIP, L.P., AMERICOLD REALTY TRUST, the Several Lenders and Letter of Credit Issuers From Time to Time Parties Hereto, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., ROYAL BANK OF CANADA and COOPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as Syndication Agents and CITIBANK, N.A., CITIZENS BANK, NATIONAL ASSOCIATION, GOLDMAN SACHS LENDING PARTNERS LLC, REGIONS BANK, SUNTRUST BANK and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agents Dated as of December 4, 2018 MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORA (December 5th, 2018)
Non-Invasive Monitoring System – EQUITY EXCHANGE AGREEMENT by and Among NON-INVASIVE MONITORING SYSTEMS, INC., IRA FINANCIAL GROUP LLC, IRA FINANCIAL TRUST COMPANY, ADAM BERGMAN, and FRED HORNER Dated as of December 3, 2018 (December 4th, 2018)

Page ARTICLE I . PURCHASE AND SALE 3 Section 1.01 The Exchange 3 Section 1.02 Closing 3 Section 1.03 Post-Exchange Operations 3 ARTICLE II . REPRESENTATIONS AND WARRANTIES OF IRA FINANCIAL AND THE EQUITYHOLDERS 4 Section 2.01 Organization; Standing and Power; Charter Documents; Subsidiaries 4 Section 2.02 Capital Structure 5 Section 2.03 Authority; Non-Contravention; Necessary Consent 6 Section 2.04 Financial Statements; Internal Controls 8 Section 2.05 Undisclosed Liabilities 8 Section 2.06 Absence of Certain Changes or Events 8 Section 2.07 Taxes 9 Section 2.08 Intellectual Property 10 Section 2.09 Compliance 12 Section 2.10 Litigation 12 Secti

Non-Invasive Monitoring System – Lock-Up Agreement (December 4th, 2018)

THIS LOCK-UP AGREEMENT, as may be amended, supplemented or modified from time to time in accordance with the terms hereof, is made as of December 3, 2018 (this "Agreement") by and between Non-Invasive Monitoring Systems, Inc., a Florida corporation (the "Company"), and the undersigned investor (the "Investor"). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Exchange Agreement (as defined below).

Ford Credit Floorplan Corp – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT FLOORPLAN MASTER OWNER TRUST A, as Issuer FORD MOTOR CREDIT COMPANY LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of February 1, 2016 (November 30th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of February 1, 2016 (this Agreement), among FORD CREDIT FLOORPLAN MASTER OWNER TRUST A, a Delaware statutory trust, as Issuer, FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer.

Mercedes-Benz Auto Lease Trust 2018-B – Contract (November 21st, 2018)
Mercedes-Benz Auto Lease Trust 2018-B – Contract (November 21st, 2018)
Mercedes-Benz Auto Lease Trust 2018-B – Contract (November 19th, 2018)
Mercedes-Benz Auto Lease Trust 2018-B – Contract (November 19th, 2018)
RIGHTS AGREEMENT Between DAKTRONICS, INC. And EQUINITI TRUST COMPANY (November 16th, 2018)

This Rights Agreement, dated as of November 16, 2018 (the "Agreement"), is by and between Daktronics, Inc., a South Dakota corporation (the "Company"), and Equiniti Trust Company (the "Rights Agent").

Contract (November 16th, 2018)
Walker & Dunlop – AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 7, 2018, by and Among (November 13th, 2018)

This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 7, 2018, is by and among WALKER & DUNLOP, INC., a Maryland corporation, as Borrower, the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

Contract (November 9th, 2018)
Elevate Credit, Inc. – Contract (November 9th, 2018)
Contract (November 9th, 2018)
Performance-Based Restricted Stock Unit Agreement (November 8th, 2018)

THIS AGREEMENT, dated as of _______ __, 2018, by and between W. R. BERKLEY CORPORATION, a Delaware corporation (the "Company"), and grantee as set forth on Exhibit A hereto (the "Grantee"). Important jurisdiction-specific modifications to this Agreement are contained in Exhibit B hereto and are incorporated herein by reference.

Contract (November 6th, 2018)
Pxre Group – Contract (November 6th, 2018)
Commitment Agreement (November 2nd, 2018)

The Prudential Insurance Company of America ("Prudential") is pleased to provide, on the following terms, the non-participating single premium group annuity contract, supported by a dedicated separate account and guaranteed by its general account (the "Contract") for the Retirement Plan of International Paper Company (the "Plan") in consideration of the mutual promises made and representations, warranties and covenants contained in this Commitment Agreement (this "Commitment Agreement"). For purposes of this Commitment Agreement, capitalized terms will have the meaning set forth in paragraph 10. By signing this Commitment Agreement, Prudential and International Paper Company (the "Company"), and State Street Global Advisors Trust Company, acting solely in its capacity as the independent fiduciary of the Plan (the "Independent Fiduciary"), agree as follows:

Contract (November 1st, 2018)
Spartan Motors – CREDIT AGREEMENT Dated as of August 8, 2018 Among SPARTAN MOTORS, INC., SPARTAN MOTORS USA, INC., SPARTAN MOTORS GLOBAL, INC., (October 31st, 2018)

This CREDIT AGREEMENT dated as of August 8, 2018, among SPARTAN MOTORS, INC., SPARTAN MOTORS USA, INC., SPARTAN MOTORS GLOBAL, INC., Utilimaster Services, LLC, SMEAL HOLDING, LLC, SMEAL SFA, LLC, and SMEAL LTC, LLC, the LENDERS party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent.

C&J Energy Services Ltd. – Amended and Restated Employment Agreement (October 25th, 2018)

This Amended and Restated Employment Agreement (this "Agreement") is entered into effective as of October 25, 2018 (the "Effective Date"), by and between C&J Spec-Rent Services, Inc., an Indiana company (the "Company"), and Patrick Bixenman ("Executive").

Agree Realty Corporation – Agree Limited Partnership First Supplement to Uncommitted Master Note Facility Dated as of September 26, 2018 (October 22nd, 2018)

This First Supplement to Uncommitted Master Note Facility (the "First Supplement") is among Agree Limited Partnership, a Delaware limited partnership (the "Company"), and Agree Realty Corporation, a Maryland corporation operating as a real estate investment trust (the "Parent Guarantor") and Teachers Insurance and Annuity Association of America, as listed in Schedule A hereto ("TIAA" or the "Purchaser").

Citizens Community Bancorp, Inc. – Second Amendment to Stock Purchase Agreement (October 22nd, 2018)

THIS SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT (this "Amendment") is made to be effective as of October 19, 2018, by and among Citizens Community Bancorp, Inc., a Maryland corporation, United Bank, a Wisconsin chartered bank, and United Bancorporation, a South Dakota corporation. The parties to this Amendment may be referred to in this Amendment individually as a "Party" and collectively as the "Parties."

Agree Realty Corporation – Agree Limited Partnership First Supplement to Uncommitted Master Note Facility Dated as of September 26, 2018 (October 22nd, 2018)

This First Supplement to Uncommitted Master Note Facility (the "First Supplement") is among Agree Limited Partnership, a Delaware limited partnership (the "Company"), and Agree Realty Corporation, a Maryland corporation operating as a real estate investment trust (the "Parent Guarantor"), AIG Asset Management (U.S.), LLC ("AIG") and the institutional investors named on Schedule A attached hereto (the "Purchasers").

Employment Agreement (October 17th, 2018)

This Employment Agreement (the "Agreement") among UNITED RENTALS, INC., UNITED RENTALS (NORTH AMERICA), INC., both Delaware corporations, each having a principal place of business at 100 First Stamford Place - Suite 700, Stamford, CT 06902 (United Rentals, Inc. and its subsidiaries and other affiliates are referred to collectively as the "Company"), and ANDREW LIMOGES ("Employee" or "you") is hereby entered into as of October 12, 2018.

Citibank Credit Card Master Trust I – CITIBANK CREDIT CARD ISSUANCE TRUST Citiseries Class 2018-A7 Notes Issuer Certificate Pursuant to Sections 202 and 301(h) of the Indenture (October 15th, 2018)
Employment Agreement (October 12th, 2018)
Citibank Credit Card Master Trust I – CITIBANK CREDIT CARD ISSUANCE TRUST Citiseries Class 2018-A7 Notes Issuer Certificate Pursuant to Sections 202 and 301(h) of the Indenture (October 10th, 2018)
Ford Credit Floorplan Corp – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT FLOORPLAN MASTER OWNER TRUST A, as Issuer FORD MOTOR CREDIT COMPANY LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of February 1, 2016 (October 10th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of February 1, 2016 (this Agreement), among FORD CREDIT FLOORPLAN MASTER OWNER TRUST A, a Delaware statutory trust, as Issuer, FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer.

Fresh Healthy Vending International, Inc. – GENERATION NEXT FRANCHISE BRANDS COMPLETES Q1 2019 WITH a RECORD $11.9 MILLION IN AGGREGATE BOOKINGS FOR ITS FRANCHISE CONCEPT REIS & IRVY'S the Company Completes Its First Quarter of Fiscal 2019 With Bookings of 229 Unit Sales (October 5th, 2018)

October 2, 2018 -- San Diego, CA -- Generation NEXT Franchise Brands (OTCQB: VEND) reports quarterly franchise bookings of $11.9 million as of September 30, 2018, before certain adjustments. Furthermore, the company has additional booking commitments of approximately $129 million. The franchise company whose Reis & Irvy's frozen yogurt robots launched in April of 2016, finished the quarter ended September 30, 2018 with 285 franchisees.

Hd Supply Holdings Inc. – Separation Agreement & Release of Claims (October 2nd, 2018)

This is a Separation Agreement and Release of Claims (Agreement or Release) between HD Supply, Inc., HD Supply Holdings, Inc., their subsidiaries, affiliates, predecessors, and related entities (hereinafter collectively referred to as the Company) and William P. Stengel (the Employee).

Kimbell Royalty Partners, LP – Kimbell Royalty Partners, LP 3,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (September 28th, 2018)

Kimbell Royalty Partners, LP, a Delaware limited partnership (the Partnership), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the Underwriters), an aggregate of 3,000,000 common units representing limited partner interests in the Partnership (Common Units). The aggregate of 3,000,000 Common Units to be purchased from the Partnership are called the Firm Units. In addition, the Partnership has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 450,000 Common Units (the Additional Units). The Firm Units and the Additional Units are collectively referred to in this Agreement as the Units. Credit Suisse Securities (USA) LLC (Credit Suisse) and UBS Securities LLC (UBS) are acting as the representatives of the several Underwriters and in such capacity is referred to in this Agreement as the Representatives.

Tri-State Generation & Transmission Association, Inc. – Missouri Basin Power Project Laramie River Electric Generating Station and Transmission System Participation Agreement Amendment No. 12 (September 26th, 2018)

This Amendment No. 12 ("Amendment"), dated as of September 20, 2018, by and between BASIN ELECTRIC POWER COOPERATIVE, a North Dakota corporation ("Basin Electric"); TRI-STATE GENERATION AND TRANSMISSION ASSOCIATION, INC., a Colorado corporation ("Tri-State"); CITY OF LINCOLN, NEBRASKA, a Nebraska municipal corporation operating the Lincoln Electric System ("L.E.S."); HEARTLAND CONSUMERS POWER DISTRICT, a political subdivision of the State of South Dakota ("Heartland"); WYOMING MUNICIPAL POWER AGENCY, a public corporation of the State of Wyoming ("Wyoming Municipal"); and WESTERN MINNESOTA MUNICIPAL POWER AGENCY, a municipal corporation and political subdivision of the State of Minnesota ("Western Minnesota"), all of whom may be collectively referred to as the "Parties" and individually referred to as "Party." Capitalized terms used herein without definition shall have the respective meanings set forth in the Participation Agreement (as defined below).

KLX Energy Services Holdings, Inc. – Amended and Restated Employment Agreement (September 19th, 2018)

This Amended and Restated Employment Agreement (this Agreement) is entered as of September 14, 2018, by and between KLX Energy Services Holdings, Inc., a Delaware corporation (the Company), and Gary J. Roberts (the Executive).