Virginia Sample Contracts

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)
KLX Energy Services Holdings, Inc. – Form of Amended and Restated Employment Agreement (August 15th, 2018)

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

SiteOne Landscape Supply, Inc. – Fourth Amendment to Amended and Restated Credit Agreement (August 15th, 2018)

FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 14, 2018 (this "Amendment"), among SiteOne Landscape Supply Holding, LLC (formerly known as JDA Holding LLC), a Delaware limited liability company (the "Parent Borrower"), SiteOne Landscape Supply, LLC (formerly known as John Deere Landscapes LLC), a Delaware limited liability company (the "OpCo Borrower", and together with the Parent Borrower, collectively, the "Borrowers" and each individually, a "Borrower"), UBS AG, Stamford Branch, as administrative agent and collateral agent for the several banks and other financial institutions from time to time party to the Credit Agreement defined below (in such capacities, the "Administrative Agent" or the "Collateral Agent", as applicable) and the Lenders party hereto.

Comstock Homebuilding Companies – SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF COMSTOCK GROWTH FUND, L.C. EFFECTIVE DATE: May 22, 2018 (August 14th, 2018)
Xsunx Inc – Convertible Promissory Note (August 14th, 2018)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

FS Investment Corp III – SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 14th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 9, 2018 (this "Agreement"), among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, FS INVESTMENT CORPORATION III, each other Person designated as a "Borrower" hereunder pursuant to Section 9.19, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and ING CAPITAL LLC, as Collateral Agent.

Comstock Homebuilding Companies – Third Amended and Restated Promissory Note (August 14th, 2018)
FS Investment Corp II – SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 14th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 9, 2018 (this "Agreement"), among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, FS INVESTMENT CORPORATION III, each other Person designated as a "Borrower" hereunder pursuant to Section 9.19, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and ING CAPITAL LLC, as Collateral Agent.

Nii Holdings – NII HOLDINGS, INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 14, 2018 4.25% Convertible Senior Notes Due 2023 (August 14th, 2018)

INDENTURE dated as of August 14, 2018 between NII HOLDINGS, INC., a Delaware corporation, as issuer (the "Company," as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the "Trustee," as more fully set forth in Section 1.01).

Acura Pharmaceuticals – Fourth Amendment to Loan and Security Agreement (August 14th, 2018)

THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of June 6, 2018 (the "Fourth Amendment Date"), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (in its individual capacity, "Oxford"; and in its capacity as Collateral Agent, "Collateral Agent"), the Lenders listed on Schedule 1.1 thereof from time to time including Oxford in its capacity as a Lender (each a "Lender" and collectively, the "Lenders") and ACURA PHARMACEUTICALS, INC., a New York corporation with offices located at 616 N. North Court, Suite 120, Palatine, Illinois ("Parent"), and ACURA PHARMACEUTICAL TECHNOLOGIES, INC., an Indiana corporation with offices locates at 16235 State Road 17, Culver, IN 46511 ("APT", and along with Parent, individually and collectively, jointly and severally, "Borrower").

Cytori Therapeutics Inc – Second Amendment to Loan and Security Agreement (August 14th, 2018)

THIS SECOND AMENDMENT to Loan and Security Agreement (this "Amendment") is made effective as of June 19, 2018 (the "Amendment Date") and made, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (in its individual capacity, "Oxford"; and in its capacity as Collateral Agent, "Collateral Agent"), the Lenders listed on Schedule 1.1 thereof from time to time including Oxford in its capacity as a Lender (each a "Lender" and collectively, the "Lenders") and CYTORI THERAPEUTICS, INC., a Delaware corporation with offices located at 3020 Callan Road, San Diego, CA 92121 ("Borrower").

Comstock Homebuilding Companies – Membership Interest Exchange and Subscription Agreement (August 14th, 2018)
Cel-Sci Corporation – HART & HART, LLC ATTORNEYS AT LAW 1624 Washington Street Denver, CO 80203 (August 14th, 2018)

By means of this prospectus, certain warrant holders of CEL-SCI Corporation (the "Company") are offering to sell up to 4,095,000 shares of the Company's common stock which are issuable upon the exercise of warrants.

Xsunx Inc – Securities Purchase Agreement (August 14th, 2018)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of August 6, 2018, by and between XSUNX, INC., a Colorado corporation, with its address at 65 Enterprise, Aliso Viejo, CA 92656 (the "Company"), and ___________________, a Virginia corporation, with its address at ______________________ (the "Buyer").

Acura Pharmaceuticals – Subordination Agreement (August 14th, 2018)

This Subordination Agreement (the "Agreement") is made as of May 7, 2018, by and between JOHN SCHUTTE, an individual (the "Creditor"), and OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314, in its capacity as Collateral Agent (as hereinafter defined) for the Lenders (as hereinafter defined).

Carbon Natural Gas Co – Membership Interest Purchase Agreement (August 14th, 2018)

This Membership Interest Purchase Agreement (this "Agreement"), dated as of May 4, 2018 (the "Execution Date"), is made and entered into by and among Old Ironsides Fund II-A Portfolio Holding Company, LLC, a Delaware limited liability company ("OIE Fund II-A") and Old Ironsides Fund II-B Portfolio Holding Company, LLC, a Delaware limited liability company ("OIE Fund II-B," and each of OIE Fund II-A and OIE Fund II-B, a "Seller," and together, the "Sellers"), and Carbon Natural Gas Company, a Delaware corporation (the "Purchaser") and concerns the Class A Units of Carbon Appalachian Company, LLC, a Delaware limited liability company (the "Company") held by the Sellers. Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the LLC Agreement (as defined herein).

Comstock Homebuilding Companies – Note Exchange and Subscription Agreement (August 14th, 2018)
Timberline Resources – AMENDMENT #1 to PURCHASE AND SALE AGREEMENT (August 13th, 2018)

This Amendment #1 to Purchase and Sale Agreement (Amendment #1) is to amend the Purchase and Sale Agreement with an effective date of May 23, 2018 (the Agreement) by and between TIMBERLINE RESOURCES CORPORATION, a Delaware corporation (Purchaser), with an address of 101 East Lakeside, Coeur dAlene, ID 83814, and AMERICAS GOLD EXPLORATION, INC., a Nevada corporation (Seller), with an address of 8175 South Virginia St., Suite 850, PMB#348, Reno, NV 89511, and is made effective as of June 18, 2018 (the Amendment Effective Date). Purchaser and Seller are referred to herein individually as a Party and collectively as the Parties. Reference is made to the Agreement. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to each such term in the Agreement.

Sysorex, Inc. – Amended and Restated Sublease Agreement (August 13th, 2018)

THIS AMENDED AND RESTATED SUBLEASE AGREEMENT ("Sublease") is made and entered into as of the 4th day of June, 2018 (the "Effective Date"), between DELL MARKETING L.P., a Texas limited partnership (hereinafter called "Sublessor"), whose Federal taxpayer identification is 74-2616805, and INPIXON FEDERAL, INC., a Virginia corporation (hereinafter called "Sublessee") whose Federal taxpayer identification number is 54-1764522:

Oragenics, Inc. – Exclusive Channel Collaboration Agreement (August 13th, 2018)
Sysorex Global Holdings Corp. – Transition Services Agreement (August 13th, 2018)

This TRANSITION SERVICES AGREEMENT (this "Agreement") is made as of [__], 2018 by and between Inpixon, a Nevada corporation ("Parent") and Sysorex, Inc., a Nevada corporation ("Company"), each of which is sometimes referred to as a "party" and collectively as the "parties."

Sysorex, Inc. – Employment Agreement (August 13th, 2018)

This Employment Agreement ("Agreement") effective [_], 2018 (the "Effective Date"), is entered into by and among Sysorex, Inc., a Nevada corporation ("Sysorex"), Sysorex Government Services, Inc., a Virginia corporation ("SGS"), and Vincent Loiacono, an individual currently residing in Maryland (the "Employee").

Sysorex Global Holdings Corp. – Employee Matters Agreement by and Between Inpixon and Sysorex, Inc. Dated as of [____], 2018 (August 13th, 2018)

This EMPLOYEE MATTERS AGREEMENT, dated as of [_____], 2018 (this "Agreement"), is by and between Inpixon, a Nevada corporation ("Parent"), and Sysorex, Inc., a Nevada corporation ("Sysorex").

Sysorex Global Holdings Corp. – TAX MATTERS AGREEMENT by and Between Inpixon and Sysorex, Inc. Dated as of [__], 2018 TAX MATTERS AGREEMENT (August 13th, 2018)

THIS TAX MATTERS AGREEMENT (this "Agreement"), dated as of [___________], 2018 is by and among Inpixon, a Nevada corporation ("Inpixon"), and Sysorex, Inc., a Nevada corporation ("Sysorex"). Each of Inpixon and Sysorex is sometimes referred to herein as a "Party" and, collectively, as the "Parties."

Blue Fashion Corp. – Convertible Promissory Note (August 13th, 2018)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

Sysorex, Inc. – SYSOREX, INC. 2018 EQUITY INCENTIVE PLAN Adopted by Board: July 30, 2018 Approved by Stockholders: July 30, 2018 Termination Date: July 30, 2028 (August 13th, 2018)
Sysorex, Inc. – Indemnification Agreement (August 13th, 2018)

THIS INDEMNIFICATION AGREEMENT (this "Agreement") is made and entered into as of this ___ day of ______, 20__, by and between , a Nevada corporation (the "Company"), and the undersigned ("Indemnitee").

Snap Inc – First Amendment to Revolving Credit Agreement (August 13th, 2018)

THIS FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT, dated as of August 13, 2018 (this "Agreement"), by and among Snap Inc. (the "Borrower"), the Lenders party hereto and Morgan Stanley Senior Funding, Inc., as administrative agent (in such capacity, the "Administrative Agent").

Timberline Resources – Purchase and Sale Agreement (August 13th, 2018)

This Purchase and Sale Agreement (Agreement), is made effective as of May 23, 2018 (the Effective Date), by and between TIMBERLINE RESOURCES CORPORATION, a Delaware corporation (Purchaser), with an address of 101 East Lakeside, Coeur dAlene, ID 83814, and AMERICAS GOLD EXPLORATION, INC., a Nevada corporation (Seller), with an address of 8175 South Virginia St., Suite 850, PMB#348, Reno, NV 89511. Purchaser and Seller are referred to herein individually as a Party and collectively as the Parties.

Blue Fashion Corp. – Securities Purchase Agreement (August 13th, 2018)

This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of July 31, 2018, by and between Drone Guarder, Inc., a Nevada corporation, with its address at 86-90 Paul Street, London, EC2A 4NE (the "Company"), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suite 216, Great Neck, NY 11021 (the "Buyer").

Sysorex, Inc. – Amended and Restated Employment Agreement (August 13th, 2018)

This Amended and Restated Employment Agreement ("Agreement") effective [_], 2018 (the "Effective Date"), is entered into by and among Sysorex, Inc., a Nevada corporation ("Sysorex"), Sysorex Government Services, Inc., a Virginia corporation ("SGS"), and Asaduz Zaman Khan, an individual currently residing in Virginia (the "Employee").

Amendment No. 1 to Equity Distribution Agreement (August 10th, 2018)

Arlington Asset Investment Corp., a Virginia corporation (the Company), and JonesTrading Institutional Services LLC (the Placement Agent) are parties to that certain Equity Distribution Agreement dated as of February 22, 2017 (the Original Agreement). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties hereto, intending to be legally bound, hereby agree as follows:

Celladon Corp – Second Amendment to Loan and Security Agreement (August 10th, 2018)

THIS SECOND AMENDMENT to Loan and Security Agreement (this "Amendment") is entered into as of May 11, 2018, by and between OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 ("Oxford"), as collateral agent (in such capacity, "Collateral Agent"), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise party thereto from time to time including Oxford in its capacity as a Lender (each a "Lender" and collectively, the "Lenders"), and EIGER BIOPHARMACEUTICALS, INC., a Delaware corporation ("Parent"), EB Pharma, LLC, a Delaware limited liability company ("EB Pharma") and EBPI Merger, Inc., a Delaware corporation ("EBPI"), each with offices located at 2155 Park Blvd., Palo Alto, CA 94306 (Parent, EB Pharma and EBPI, individually and collectively, jointly and severally, "Borrower").

Amendment No. 1 to Equity Distribution Agreement (August 10th, 2018)
Eton Pharmaceuticals, Inc. – Exclusive Development and Supply Agreement (August 10th, 2018)

This Exclusive Development and Supply Agreement ("Agreement") is made and entered into as of July 9, 2017 ("Effective Date"), between ETON PHARMACEUTICALS, INC., a Delaware corporation ("Eton"), with a place of business at 21925 Field Pkwy, Suite 235, Deer Park, IL 60010, and ANDERSEN PHARMA, LLC, a Delaware limited liability company ("Andersen"), with a place of business at 160 Greentree Drive, Suite 101, Dover, Delaware 19904 (each a "Party" and collectively the "Parties").