Gaming & Leisure Properties, Inc. – Fourth Amendment to Master Lease (October 16th, 2018)
Atlantic City Electric – Indenture Supplemental To (October 16th, 2018)
SUPPLEMENTAL INDENTURE, dated as of October 9, 2018 for convenience of reference, and effective from the time of execution and delivery hereof, made and entered into by and between ATLANTIC CITY ELECTRIC COMPANY, a corporation of the State of New Jersey (hereinafter sometimes called the "Company"), party of the first part, and THE BANK OF NEW YORK MELLON (ultimate successor to the Irving Trust Company), a banking corporation of the State of New York, as trustee (hereinafter sometimes called the "Trustee"), party of the second part.
Turbine Truck Engines – Novo Integrated Sciences Inc./ Novo Healthnet Limited 11120 NE 2nd Street, Suite 200 Bellevue, Washington 98004 (October 16th, 2018)
This binding letter of intent ("LOI" or "Letter"), is to generally record terms and conditions of the proposed agreement whereby Novo Healthnet Limited, an Ontario corporation ("NHL") will enter into a joint venture relationship with CannaPiece Group Inc. ("CG"), a corporation incorporated under the laws of Ontario. In addition, CG will also invest into NHL's parent company, Novo Integrated Sciences Inc. ("NVOS"), a company incorporated in the state of Nevada whose shares are traded publicly in the OTCQB. CG and NVOS will also enter into a share exchange agreement resulting in each company having mutual interest in the other.
Fourth Amendment to Master Lease (October 15th, 2018)
THIS FOURTH AMENDMENT TO MASTER LEASE (this Amendment) is made and effective as of October 15, 2018 (the Fourth Amendment Effective Date), by and between GOLD MERGER SUB, LLC, a Delaware limited liability company, having an office at c/o Gaming and Leisure Properties, Inc., 845 Berkshire Blvd., Suite 200, Wyomissing, Pennsylvania 19610, as landlord (together with its permitted successors and assigns, Landlord), and PINNACLE MLS, LLC, a Delaware limited liability company, having an office at 3980 Howard Hughes Parkway, Las Vegas, Nevada 89169, as tenant (together with its permitted successors and assigns, Tenant).
New Senior Investment Group Inc. – MASTER MULTIFAMILY LOAN AND SECURITY AGREEMENT SENIORS HOUSING (Revised XX- XX-2018) (October 15th, 2018)
Corporate Offices PO Box 990 Minneapolis, MN 55440 (952) 828-4000 (October 15th, 2018)
In connection with the proposed merger of SUPERVALU INC. (the "Company") with and into a wholly owned subsidiary of United Natural Foods, Inc. (the "Merger"), this letter agreement (the "Letter Agreement") confirms our mutual agreement, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and agreed, to certain modifications of those certain non-competition covenants by which you are currently bound under those compensatory agreements listed on Appendix A to this Letter Agreement (the "Restrictive Covenant Agreements"). All capitalized terms used in this Letter Agreement but not otherwise defined herein will have the meaning contained in the applicable Restrictive Covenant Agreements.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH ASTERISKS (***), HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. SHARE PURCHASE AGREEMENT Among the Sellers Identified Herein, and EMERGENT BIOSOLUTIONS INC. And SEAMUS MULLIGAN, as the Sellers Representative and ADAPT PHARMA LIMITED Dated as of August 28, 2018 (October 15th, 2018)
This SHARE PURCHASE AGREEMENT is made as of August 28, 2018, by and among Adapt Pharma Limited, an Irish private company limited by shares (the Company), each Seller identified on Schedule I hereto (each, a Seller and collectively, the Sellers), Seamus Mulligan, an individual (Sellers Representative) and Emergent BioSolutions Inc., a Delaware corporation (Buyer). Certain capitalized terms used herein are defined in Article I.
Eqt Midstream Partners Lp – FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EQM MIDSTREAM SERVICES, LLC a Delaware Limited Liability Company Dated as of October 12, 2018 (October 15th, 2018)
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of EQM Midstream Services, LLC (the Company), dated as of October 12, 2018, is adopted, executed and agreed to by EQGP Holdings, LP, a Delaware limited partnership (EQGP), as the sole member of the Company (in such capacity, the Sole Member).
Terra Tech Corp. – Guaranty Agreement (October 12th, 2018)
This GUARANTY AGREEMENT (this "Guaranty") is made as of this 5th day of October, 2018 by TERRA TECH CORP., a Nevada corporation, whose address is 1130 East Desert Inn Road, Suite 250, Las Vegas, Nevada 89109 ("Guarantor"), for the benefit of RD 121 N Fourth LLC, a Delaware limited liability company, whose address is c/o RD Advisors, 256 West 38th Street, 15th Floor, New York, New York 10018 (together with its successors and/or assigns, "Lender").
JMP Group – CREDIT AGREEMENT by and Among BNP PARIBAS, as a Lender, the Other Lenders Party Hereto, JMP CREDIT ADVISORS LONG-TERM WAREHOUSE LTD., as Borrower, EACH CLO SUBSIDIARY FROM TIME TO TIME PARTY HERETO, as CLO Subsidiaries, BNP PARIBAS, as Administrative Agent, JMP CREDIT ADVISORS LLC, as Collateral Manager, and JMP CAPITAL LLC as Preferred Investor as of October 11, 2018 (October 12th, 2018)
THIS CREDIT AGREEMENT, dated as of October 11, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, this "Agreement"), by and among BNP Paribas and each of the other lenders from time to time party hereto (the "Lenders"), JMP Credit Advisors Long-Term Warehouse Ltd. (the "Borrower"), each of the CLO Subsidiaries from time to time party hereto, BNP Paribas, as administrative agent (the "Administrative Agent"), JMP Credit Advisors LLC (the "Collateral Manager") and JMP Capital LLC (the "Preferred Investor").
Employment Agreement (October 12th, 2018)
Terra Tech Corp. – Contract (October 12th, 2018)
THE SECURITY REPRESENTED BY THIS INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS, SUCH SECURITY MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES LAWS OR UNLESS SUCH QUALIFICATION AND REGISTRATION IS NOT REQUIRED.
Access Integrated Technologies – This Note Has Not Been Registered With the Securities and Exchange Commission or the Securities Commission of Any State in Reliance Upon an Exemption From Registration Under the Securities Act of 1933, as Amended and Applicable State Securities Laws, And, Accordingly, May Not Be Offered or Sold Except Pursuant to an Effective Registration Statement Under the Securities Act or Pursuant to an Available Exemption From, or in a Transaction Not Subject To, the Registration Requirements of the Securities Act and in Accordance With Applicable State Securities Laws as Evidenced by a Legal Opinion of C (October 12th, 2018)
This Note and the indebtedness evidenced hereby are subordinate in the manner and to the extent set forth HEREIN TO CERTAIN SENIOR DEBT (AS DEFINED BELOW), INCLUDING WITHOUT LIMITATION INDEBTEDNESS UNDER (A) that certain LOAN, GUARANTY AND security Agreement dated as of march 30, 2018 among Cinedigm Corp., east west bank, ADM Cinema Corporation d/b/a the Pavilion Theatre, Vistachiara Productions Inc., d/b/a The Bigger Picture, Vistachiara Entertainment, Inc., Cinedigm Entertainment Corp., Cinedigm Entertainment Holdings, LLC, Cinedigm Home Entertainment, LLC, Docurama, LLC, Dove Family Channel, LLC, Cinedigm OTT Holdings, LLC and Cinedigm Productions, LLC, and (b) THAT CERTAIN SECOND LIEN LOAN AGREEMENT DATED AS OF JULY 14, 2016 AMONG CINEDIGM CORP., THE LENDERS FROM TIME TO TIME PARTY THERETO AND CORTLAND CAPITAL MARKET SERVICES, LLC, AS ADMINISTRATIVE AGENT AND COLLATERAL AGENT. each holder of this Note, by its acceptance hereof, shall be bound by SUCH SUBORDINATION PROVISIONS.
First Interstate Bancsystem – AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 11, 2018 BY AND AMONG FIRST INTERSTATE BANCSYSTEM, INC. FIRST INTERSTATE BANK AND COMMUNITY 1st BANK (October 11th, 2018)
This is an Agreement and Plan of Merger, dated as of the 11th day of October, 2018, by and among First Interstate BancSystem, Inc., a Montana-chartered corporation ("Purchaser"), First Interstate Bank, a Montana-chartered bank ("Purchaser Bank"), and Community 1st Bank, an Idaho-chartered bank ("CMYF").
heckmann – First Amendment to Credit Agreement (October 11th, 2018)
Federal Life Group, Inc. – Escrow Agreement (October 11th, 2018)
This ESCROW AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this "Agreement") is made and entered into as of September 12, 2018, by and among Griffin Financial Group, LLC, a Pennsylvania limited liability company (the "Placement Agent"), Federal Life Group, Inc., a Pennsylvania corporation (the "Company", and together with the Placement Agent, sometimes referred to individually as "Party" or collectively as the "Parties"), Federal Life Insurance Company ("Federal Life"), and Computershare Trust Company, N.A. (the "Escrow Agent").
SeaSpine Holdings Corp – SeaSpine Holdings Corporation 3,250,000 Shares of Common Stock UNDERWRITING AGREEMENT (October 11th, 2018)
heckmann – BRIDGE TERM LOAN CREDIT AGREEMENT by and Among WILMINGTON SAVINGS FUND SOCIETY, FSB, as Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and NUVERRA ENVIRONMENTAL SOLUTIONS, INC. As Borrower Dated as of October 5, 2018 (October 11th, 2018)
UBS Commercial Mortgage Trust 2018-C13 – PRIMARY SERVICING AGREEMENT UBS Commercial Mortgage Trust 2018-C12, Commercial Mortgage Pass-Through Certificates Series 2018-C12 Dated as of August 1, 2018 by and Between MIDLAND LOAN SERVICES, a DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Master Servicer and BERKELEY POINT CAPITAL LLC Primary Servicer (October 11th, 2018)
THIS PRIMARY SERVICING AGREEMENT dated as of August 1, 2018 is between Midland Loan Services, a Division of PNC Bank, National Association (together with its successors and assigns permitted under the PSA, the "Master Servicer" or "Midland"), and Berkeley Point Capital LLC (together with its successors and permitted assigns hereunder, the "Primary Servicer").
First Interstate Bancsystem – Agreement and Plan of Merger Dated as of October 11, 2018 by and Among First Interstate Bancsystem, Inc. First Interstate Bank and Idaho Independent Bank (October 11th, 2018)
This is an Agreement and Plan of Merger, dated as of the 11th day of October, 2018, by and among First Interstate BancSystem, Inc., a Montana-chartered corporation ("Purchaser"), First Interstate Bank, a Montana-chartered bank ("Purchaser Bank"), and Idaho Independent Bank, an Idaho-chartered bank ("IIBK").
heckmann – Contract (October 11th, 2018)
Amended and Restated Certificate of Incorporation (October 10th, 2018)
The address of the registered office of the Corporation in the State of Delaware is 2711 Centerville Road, Suite 400, City of Wilmington, County of New Castle 19808. The name of the registered agent of the Corporation in the State of Delaware at such address is Corporation Service Company.
EdtechX Holdings Acquisition Corp. – Investment Management Trust Agreement (October 10th, 2018)
This Agreement is made as of October 5, 2018 by and between EdtechX Holdings Acquisition Corp. (the "Company") and Continental Stock Transfer & Trust Company ("Trustee").
EdtechX Holdings Acquisition Corp. – Stock Escrow Agreement (October 10th, 2018)
STOCK ESCROW AGREEMENT, dated as of October 5, 2018 ("Agreement"), by and among EDTECHX HOLDINGS ACQUISITION CORP., a Delaware corporation ("Company"), the stockholders of the Company listed on Exhibit A hereto (collectively the "Founders") and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation ("Escrow Agent").
EdtechX Holdings Acquisition Corp. – Warrant Agreement (October 10th, 2018)
This agreement is made as of October 5, 2018 between EdtechX Holdings Acquisition Corp., a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS, United Kingdom ("Company"), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street Plaza, New York, New York 10004 ("Warrant Agent").
Pintec Technology Holdings Ltd – PINTEC TECHNOLOGY HOLDINGS LIMITED AND THE BANK OF NEW YORK MELLON as Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement (October 10th, 2018)
DEPOSIT AGREEMENT dated as of __________, 2018 among PINTEC TECHNOLOGY HOLDINGS LIMITED, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
EdtechX Holdings Acquisition Corp. – 5,500,000 Units EdtechX Holdings Acquisition Corp. UNDERWRITING AGREEMENT (October 10th, 2018)
Tennant Company – Tennant Company Executive Officer Severance Plan and Summary Plan Description (October 10th, 2018)
This document and the referenced Exhibits serve as the written plan document under ERISA. This document and the applicable Exhibit (or Exhibits) serve as the summary plan description of the Executive Officer Plan for purposes of ERISA. There are other summary plan descriptions for other groups of employees.
ABL CREDIT AGREEMENT Dated as of October 2, 2018 Among BASIC ENERGY SERVICES, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, UBS SECURITIES LLC, as Syndication Agent, PNC BANK NATIONAL ASSOCIATION, as Documentation Agent and an L/C Issuer, and the Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED PNC CAPITAL MARKETS LLC and UBS SECURITIES LLC, as Joint Lead Arrangers and Joint Bookrunners (October 9th, 2018)
Pat Grismer 2018 N. Dayton St. Chicago, IL 60614 Dear Pat, Congratulations! It Is With Great Pleasure That I Confirm Your Offer of Employment for the Position of Evp, Chief Financial Officer at Starbucks Corporation (Starbucks or the Company) Reporting Directly to Me. I Look Forward to Your First Day as Evp on November 12, 2018 and Assuming the Role of Evp, Chief Financial Officer on November 30, 2018. As a New Partner, You Will Soon Be Participating in Various Immersion Activities That Will Provide You Information About Starbucks History and Culture. Please Note, This Offer Is Contingent Upon (October 9th, 2018)
Proskauer Rose LLP One International Place, Boston, MA 02110-2600 October 8, 2018 Altimmune, Inc. (October 9th, 2018)
Advance Holdings, LLC – Revolve Group, Inc. Indemnification Agreement (October 9th, 2018)
This Indemnification Agreement (this "Agreement") is dated as of [insert date], and is between Revolve Group, Inc., a Delaware corporation (the "Company"), and [insert name of indemnitee] ("Indemnitee").
Targeted Genetics Corporation – Pre-Funded Common Stock Purchase Warrant Ampliphi Biosciences Corporation (October 9th, 2018)
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the "Warrant") certifies that, for value received, _____________ or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ISSUE DATE] (the "Initial Exercise Date") until this Warrant is exercised in full (the "Termination Date") but not thereafter, to subscribe for and purchase from AmpliPhi Biosciences Corporation, a Washington corporation (the "Company"), up to ______ shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the aggregate exercise price, as described in Section 2(b).
Advance Holdings, LLC – CREDIT AGREEMENT Dated as of March 23, 2016, Among TWIST HOLDINGS, LLC and ADVANCE HOLDINGS, LLC., as Co-Parents and Guarantors, ALLIANCE APPAREL GROUP, INC., EMINENT, INC. And ADVANCE DEVELOPMENT, INC. As Co-Borrowers THE SUBSIDIARIES OF PARENT PARTY HERETO FROM TIME TO TIME AS GUARANTORS, THE LENDERS PARTY HERETO, (October 9th, 2018)
This CREDIT AGREEMENT dated as of March 23, 2016, is among ALLIANCE APPAREL GROUP, INC. a Delaware corporation, EMINENT, INC., a Delaware corporation and ADVANCE DEVELOPMENT, INC., a Delaware corporation (each a "Borrower" and together, the "Borrowers"), TWIST HOLDINGS, LLC, a Delaware limited liability company ("Twist Holdings"), ADVANCE HOLDINGS, LLC, a Delaware limited liability company ("Advance Holdings" and, collectively or individually, together with Twist Holdings, the ("Parents" and each a "Parent"), and the Subsidiaries of Parents party hereto from time to time as Guarantors, the Lenders, and BANK OF AMERICA, N.A., as administrative agent and collateral agent (in such capacity, including any successor thereto, the "Administrative Agent") for itself and the other Lenders and BANK OF AMERICA, N.A., as Lead Arranger and Bookrunner.
Benchmark 2018-B6 Mortgage Trust – Contract (October 9th, 2018)