Vermont Sample Contracts

Wells Fargo Commercial Mortgage Trust 2018-C45 – Mortgage Loan Purchase Agreement (July 17th, 2018)

This Mortgage Loan Purchase Agreement (this "Agreement"), is dated and effective as of June 28, 2018, between C-III Commercial Mortgage 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").

Membership Interest Purchase Agreement (July 10th, 2018)

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this "Agreement"), dated as of May 30, 2018 (the "Effective Date"), is being entered into by and among SUPERIOR PLUS ENERGY SERVICES INC., a New York corporation ("Purchaser"), NGL ENERGY OPERATING, LLC, a Delaware limited liability company ("Seller"), and NGL ENERGY PARTNERS LP, a Delaware limited partnership ("NGL LP," and together with Seller, the "Selling Group).

MAPLE ESCROW SUBSIDIARY, INC. And WELLS FARGO BANK, N.A., as Trustee INDENTURE Dated as of May 25, 2018 SENIOR DEBT SECURITIES (July 9th, 2018)

THIS INDENTURE, dated as of May 25, 2018, is entered into by and between MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), and WELLS FARGO BANK, N.A., a national banking association, as trustee (the Trustee).

Contract (July 9th, 2018)

This FOURTH SUPPLEMENTAL INDENTURE (this Fourth Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Contract (July 9th, 2018)

This SECOND SUPPLEMENTAL INDENTURE (this Second Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Contract (July 9th, 2018)

This FIRST SUPPLEMENTAL INDENTURE (this First Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Contract (July 9th, 2018)

This SIXTH SUPPLEMENTAL INDENTURE (this Sixth Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Contract (July 9th, 2018)

This THIRD SUPPLEMENTAL INDENTURE (this Third Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Contract (July 9th, 2018)

This FIFTH SUPPLEMENTAL INDENTURE (this Fifth Supplemental Indenture), dated as of May 25, 2018, among MAPLE ESCROW SUBSIDIARY, INC., a Delaware corporation (the Issuer), MAPLE PARENT HOLDINGS CORP. (Maple), a Delaware corporation, as parent guarantor (in such capacity, the Parent Guarantor), and WELLS FARGO BANK, N.A., as trustee (the Trustee).

Oaktree Real Estate Income Trust, Inc. – Appendix C: Form of Subscription Agreement (July 6th, 2018)
South Jersey Industries – Asset Purchase Agreement (July 3rd, 2018)

This Asset Purchase Agreement (this "Agreement"), dated and effective as of June 27, 2018 (the "Effective Date"), is entered into by and between Marina Energy LLC, a limited liability company organized and existing under the laws of the State of New Jersey ("Seller"), and GSRP Project Holdings I, LLC, a limited liability company duly organized and existing under the laws of the State of Delaware ("Buyer"). Throughout this Agreement, Buyer and Seller are sometimes referred to each as a "Party" and collectively as the "Parties."

South Jersey Industries – Solar Renewable Energy Certificate Purchase and Sale Agreement (July 3rd, 2018)

THIS SOLAR RENEWABLE ENERGY CERTIFICATE PURCHASE AND SALE AGREEMENT (this "Agreement"), dated as of June 27, 2018 (the "Effective Date"), is entered into by and between MARINA ENERGY LLC, a Delaware limited liability company ("Seller"), and GSRP PROJECT HOLDINGS I, LLC, a Delaware limited liability company ("Buyer"). Seller and Buyer are sometimes referred to individually as a "Party" and collectively as the "Parties."

Ford Credit Auto Receivables Two Llc – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT AUTO OWNER TRUST 20 - , as Issuer FORD MOTOR CREDIT COMPANY LLC, as Servicer and , as Asset Representations Reviewer Dated as of , 20 (June 28th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of , 20 (this Agreement), among FORD CREDIT AUTO OWNER TRUST 20 - , a Delaware statutory trust, as Issuer, FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Servicer, and , a , as Asset Representations Reviewer.

Essential Properties Realty Trust, Inc. – $300,000,000 REVOLVING CREDIT AGREEMENT Among ESSENTIAL PROPERTIES REALTY TRUST, INC., as the Parent REIT, ESSENTIAL PROPERTIES, L.P., as the Borrower the Several Lenders From Time to Time Parties Hereto, CITIBANK, N.A. And GOLDMAN SACHS BANK USA, as Co-Syndication Agents, and BARCLAYS BANK PLC, as Administrative Agent Dated as of June 25, 2018 BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS INC., and GOLDMAN SACHS BANK USA, as Joint Lead Arrangers (June 26th, 2018)

REVOLVING CREDIT AGREEMENT, dated as of June 25, 2018, among ESSENTIAL PROPERTIES REALTY TRUST, INC., a Maryland real estate investment trust (the Parent REIT), ESSENTIAL PROPERTIES, L.P., a Delaware limited partnership (the Borrower), the several banks and other financial institutions or entities from time to time parties to this Agreement (the Lenders), CITIBANK, N.A. and GOLDMAN SACHS BANK USA, as co-syndication agents (in such capacity, the Co-Syndication Agents), and BARCLAYS BANK PLC, as administrative agent (in such capacity, the Administrative Agent).

Citigroup Commercial Mortgage Trust 2018-C5 – CO-LENDER AGREEMENT Dated as of May 31, 2018 Between TUEBOR TRS II LLC (BCC Note A-1 Holder) and TUEBOR TRS II LLC (BCC Note A-2 Holder) and TUEBOR TRS II LLC (BP Note A-1 Holder) and TUEBOR TRS II LLC (BP Note A-2 Holder) (June 21st, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of May 31, 2018, is between TUEBOR TRS II LLC, a Michigan limited liability company ("TTRS"), having an address at c/o Marsh Captive Solutions, 100 Bank Street, Suite 610, Burlington, Vermont 05401, as the holder of BCC Note A-1, TTRS, as the holder of BCC Note A-2, TTRS as the holder of BP Note A-1 and TTRS, as the holder of BP Note A-2.

Citigroup Commercial Mortgage Trust 2018-C5 – CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER and Citi REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of June 1, 2018 Citigroup Commercial Mortgage Trust 2018-C5 Commercial Mortgage Pass-Through Certificates, Series 2018-C5 (June 21st, 2018)

This Mortgage Loan Purchase Agreement ("Agreement"), dated as of June 1, 2018, is between Citigroup Commercial Mortgage Securities Inc., a Delaware corporation, as purchaser (the "Purchaser"), and Citi Real Estate Funding Inc., a New York corporation, as seller (the "Seller").

Contract (June 18th, 2018)

AMENDMENT NO. 6 (this "Amendment"), dated as of June 12, 2018, among ARAMARK Services, Inc., a Delaware corporation (the "Company" or the "U.S. Borrower"), ARAMARK INTERMEDIATE HOLDCO CORPORATION, a Delaware corporation ("Holdings"), each Subsidiary Guarantor, each Additional U.S. Term B-3 Lender (as defined below) party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and collateral agent for the Secured Parties (in such capacities, the "Agent") to the Credit Agreement, dated as of March 28, 2017 (as amended by Incremental Amendment No. 1, dated as of September 20, 2017, as further amended by Incremental Amendment No. 2, dated as of December 11, 2017, as further amended by Incremental Amendment No. 3, dated as of February 28, 2018, as further amended by Amendment No. 4, dated as of May 11, 2018, as further amended by Amendment No. 5, dated as of May 24, 2018 and as further amended, supplemented, amended and restated or otherwise modified from time to time

Generac Holdings Inc – SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 12, 2018 Among GENERAC ACQUISITION CORP., as Holdings, GENERAC POWER SYSTEMS, INC. And Its Subsidiaries Listed as Borrowers on the Signature Pages Hereto, as Borrowers, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent, and WELLS FARGO BANK, N.A., as Documentation Agent _________________ MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, JPMORGAN CHASE BANK, N.A. And WELLS FARGO BANK, N.A. As Joint Lead Arrangers and as Joint Bookrunners (June 14th, 2018)

CREDIT AGREEMENT dated as of May 30, 2012 (as amended on May 31, 2013, as amended and restated on May 29, 2015, as amended on November 2, 2016 and as further amended and restated as of June 12, 2018, this "Agreement"), among GENERAC POWER SYSTEMS, INC., a Wisconsin corporation (the "Lead Borrower"), each of the other Borrowers (as hereinafter defined), GENERAC ACQUISITION CORP., a Delaware corporation ("Holdings"), the LENDERS party hereto from time to time, BANK OF AMERICA, N.A., as administrative agent (in such capacity, the "Administrative Agent") and JPMORGAN CHASE BANK, N.A., as syndication agent (in such capacity, the "Syndication Agent") and WELLS FARGO BANK, N.A. as documentation agent (in such capacity, the "Documentation Agent").

Essential Properties Realty Trust, Inc. – $300,000,000 REVOLVING CREDIT AGREEMENT Among ESSENTIAL PROPERTIES REALTY TRUST, INC., as the Parent REIT, ESSENTIAL PROPERTIES, L.P., as the Borrower the Several Lenders From Time to Time Parties Hereto, CITIBANK, N.A. And GOLDMAN SACHS BANK USA, as Co-Syndication Agents, and BARCLAYS BANK PLC, as Administrative Agent Dated as of [_], 2018 BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS INC., and GOLDMAN SACHS BANK USA, as Joint Lead Arrangers (June 14th, 2018)

REVOLVING CREDIT AGREEMENT, dated as of June [_], 2018, among ESSENTIAL PROPERTIES REALTY TRUST, INC., a Maryland real estate investment trust (the Parent REIT), ESSENTIAL PROPERTIES, L.P., a Delaware limited partnership (the Borrower), the several banks and other financial institutions or entities from time to time parties to this Agreement (the Lenders), CITIBANK, N.A. and GOLDMAN SACHS BANK USA, as co-syndication agents (in such capacity, the Co-Syndication Agents), and BARCLAYS BANK PLC, as administrative agent (in such capacity, the Administrative Agent).

Oaktree Real Estate Income Trust, Inc. – Distribution Reinvestment Plan (June 14th, 2018)

This Distribution Reinvestment Plan (the Plan) is adopted by Oaktree Real Estate Income Trust, Inc. (the Company) pursuant to its Articles of Amendment and Restatement (as amended, restated or otherwise modified from time to time, the Charter). Unless otherwise defined herein, capitalized terms shall have the same meaning as set forth in the Charter.

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:

CREDIT AGREEMENT Dated as of June 8, 2018 Among REPUBLIC SERVICES, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMORGAN CHASE BANK, N.A. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents BNP PARIBAS, MIZUHO BANK, LTD., MUFG BANK, LTD., SUMITOMO MITSUI BANKING CORPORATION, SUNTRUST BANK, THE BANK OF NOVA SCOTIA, and U.S. BANK NATIONAL ASSOCIATION, as Co-Documentation Agents the Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, JPMORGAN CHASE BANK, N.A. And WELLS FARGO SECURITIES, LLC, as (June 11th, 2018)

This CREDIT AGREEMENT (this Agreement) is entered into as of June 8, 2018, among REPUBLIC SERVICES, INC., a Delaware corporation (the Borrower), each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.

Patrick Industries, Inc. – SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 5, 2018 by and Among PATRICK INDUSTRIES, INC., as Borrower, the Lenders Referred to Herein, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Lender, WELLS FARGO SECURITIES, LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, and KEYBANC CAPITAL MARKETS INC., as Joint Lead Arrangers and Joint Bookrunners (June 11th, 2018)

SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 5, 2018, by and among PATRICK INDUSTRIES, INC., an Indiana corporation (the "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 (collectively with the lenders party hereto, the "Lenders") and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.

Third Amendment and Refinancing Facility Agreement (June 4th, 2018)

THIRD AMENDMENT AND REFINANCING FACILITY AGREEMENT, dated as of June 4, 2018 (this Amendment), to the Credit Agreement, dated as of June 27, 2011, as amended and restated as of July 2, 2015, as further amended and restated as of August 21, 2017, as amended by a First Amendment dated as of December 12, 2017 and a Second Amendment dated as of March 22, 2018, and as modified by an Incremental Term Loan Activation Notice dated as of March 22, 2018 (as further amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement), among IRON MOUNTAIN INCORPORATED, a Delaware corporation (the Parent), IRON MOUNTAIN INFORMATION MANAGEMENT, LLC, a Delaware limited liability company (the Company), each of the other Borrowers party thereto, the several banks and other financial institutions or entities from time to time parties to the Credit Agreement as Lenders (the Lenders), JPMORGAN CHASE BANK, TORONTO BRANCH, as Canadian Administrative Agent (in such capacity, the Can

Xg Sciences Inc – Xg Sciences, Inc. Subscription Agreement (June 1st, 2018)

XG Sciences, Inc., a Michigan corporation (the "Company") is selling in this offering (this "Offering") up to $24,000,000 in shares of its common stock, no par value per share, at $8 per share (the "Shares") to investors pursuant to that certain registration statement on Form S-1, as filed with the Securities and Exchange Commission and initially effective as of April 13, 2016 as may be post-effectively amended from time to time (the "Prospectus").

Contract (May 31st, 2018)

AMENDMENT NO. 5 (this "Amendment"), dated as of May 24, 2018, among ARAMARK Services, Inc., a Delaware corporation (the "Company" or the "U.S. Borrower"), ARAMARK INTERMEDIATE HOLDCO CORPORATION, a Delaware corporation ("Holdings"), each Subsidiary Guarantor, each Additional U.S. Term B-2 Lender (as defined below) party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and collateral agent for the Secured Parties (in such capacities, the "Agent") to the Credit Agreement, dated as of March 28, 2017 (as amended by Incremental Amendment No. 1, dated as of September 20, 2017, as further amended by Incremental Amendment No. 2, dated as of December 11, 2017, as further amended by Incremental Amendment No. 3, dated as of February 28, 2018, as further amended by Amendment No. 4, dated as of May 11, 2018 and as further amended, supplemented, amended and restated or otherwise modified from time to time prior to the Amendment No. 5 Effective Date (as defined below), t

UBS Commercial Mortgage Trust 2018-C10 – CO-LENDER AGREEMENT Dated as of May 31, 2018 Between TUEBOR TRS II LLC (BCC Note A-1 Holder) and TUEBOR TRS II LLC (BCC Note A-2 Holder) and TUEBOR TRS II LLC (BP Note A-1 Holder) and TUEBOR TRS II LLC (BP Note A-2 Holder) (May 31st, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of May 31, 2018, is between TUEBOR TRS II LLC, a Michigan limited liability company ("TTRS"), having an address at c/o Marsh Captive Solutions, 100 Bank Street, Suite 610, Burlington, Vermont 05401, as the holder of BCC Note A-1, TTRS, as the holder of BCC Note A-2, TTRS as the holder of BP Note A-1 and TTRS, as the holder of BP Note A-2.

UBS Commercial Mortgage Trust 2018-C10 – CO-LENDER AGREEMENT Dated as of May 17, 2018 Between TUEBOR TRS II LLC (Note A-1 Holder) and TUEBOR TRS II LLC (Note A-2 Holder) and TUEBOR TRS II LLC (Note A-3 Holder) (May 31st, 2018)

THIS CO-LENDER AGREEMENT (the "Agreement"), dated as of May 17, 2018, is between TUEBOR TRS II LLC, a Michigan limited liability company ("TTRS"), having an address at c/o Marsh Captive Solutions, 100 Bank Street, Suite 610, Burlington, Vermont 05401, as the holder of Note A-1, TTRS, as the holder of Note A-2 and TTRS, as the holder of Note A-3.

HON INDUSTRIES Inc. – Contract (May 31st, 2018)
BrightView Holdings, Inc. – Amendment No. 2 to First Lien Credit Agreement (May 30th, 2018)
Ford Credit Auto Owner Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT Among FORD CREDIT AUTO OWNER TRUST 2018-A, as Issuer FORD MOTOR CREDIT COMPANY LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of May 1, 2018 (May 24th, 2018)

ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of May 1, 2018 (this Agreement), among FORD CREDIT AUTO OWNER TRUST 2018-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.

Mylan B.V. – MYLAN INC. 2.125% SENIOR NOTES DUE 2025 INDENTURE Dated as of May 23, 2018 CITIBANK, N.A., LONDON BRANCH as Trustee, Paying Agent, Transfer Agent and Registrar (May 23rd, 2018)

INDENTURE, dated as of May 23, 2018, among Mylan Inc., a Pennsylvania corporation, as issuer, Mylan N.V., a public limited liability company (naamloze vennootschap) incorporated and existing under the laws of the Netherlands, as guarantor, and Citibank, N.A., London Branch, as trustee.

CNH Equipment Trust 2018-A – ASSET REPRESENTATIONS REVIEW AGREEMENT CNH EQUIPMENT TRUST 2018-A, as Issuing Entity and NEW HOLLAND CREDIT COMPANY, LLC, as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer (May 23rd, 2018)

This ASSET REPRESENTATIONS REVIEW AGREEMENT (this Agreement), entered into as of the 1st day of May 2018, by and among CNH EQUIPMENT TRUST 2018-A, a Delaware statutory trust (the Issuing Entity), NEW HOLLAND CREDIT COMPANY, LLC, a Delaware limited liability company (the Servicer) and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the Asset Representations Reviewer).

Employment Agreement (May 21st, 2018)

This sets forth the terms of the Employment Agreement between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company ("CBSI"), and COMMUNITY BANK, N.A., a national banking association ("CBNA"), both having offices located in Dewitt, New York (collectively, the "Employer"), and (ii) JOSEPH E. SUTARIS, an individual currently residing at Manlius, New York ("Employee"). This Agreement is effective as of June 1, 2018.