West Virginia Sample Contracts

Premier Financial Bancorp, Inc. – AGREEMENT OF MERGER DATED AS OF April 18, 2018 Between PREMIER FINANCIAL BANCORP, INC. And PREMIER BANK, INC. And FIRST BANK OF CHARLESTON, INC. (April 20th, 2018)

THIS AGREEMENT OF MERGER (hereinafter the "Agreement"), made and entered into as of the 18 day of April, 2018, by and among PREMIER FINANCIAL BANCORP INC. ("Premier"), PREMIER BANK, INC. ("Premier Bank") and FIRST BANK OF CHARLESTON, INC. ("First Bank");

AGREEMENT AND PLAN OF MERGER Dated as of April 19, 2018 by and Between WESBANCO, INC., WESBANCO BANK, INC., FARMERS CAPITAL BANK CORPORATION and UNITED BANK & CAPITAL TRUST COMPANY (April 20th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement), dated as of April 19, 2018, is made and entered into by and among Wesbanco, Inc., a West Virginia corporation (Buyer), Wesbanco Bank, Inc., a West Virginia banking corporation and a wholly-owned subsidiary of Buyer (Buyer Sub), Farmers Capital Bank Corporation, a Kentucky corporation and financial holding company (Seller), and United Bank & Capital Trust Company, a Kentucky banking corporation and a wholly-owned subsidiary of Seller (Seller Sub). Buyer and Seller are sometimes hereinafter collectively referred to as the Constituent Corporations.

Cco Holdings Llc – Cross-Reference Table* (April 20th, 2018)

NINTH SUPPLEMENTAL INDENTURE dated as of April 17, 2018 (the Supplemental Indenture) among Charter Communications Operating, LLC, a Delaware limited liability company (and any successor Person thereto, CCO), Charter Communications Operating Capital Corp., a Delaware corporation (Capital Corp and, together with CCO, the Issuers), CCO Holdings, LLC, a Delaware limited liability company (CCO Holdings), the subsidiary guarantors party hereto (together with CCO Holdings, the Note Guarantors) and The Bank of New York Mellon Trust Company, N.A., as trustee (and together with its successors in such capacity, the Trustee) and as Collateral Agent (and together with its successors in such capacity, the Collateral Agent).

Farmers Capital Bank Corporation – AGREEMENT AND PLAN OF MERGER Dated as of April 19, 2018 by and Between WESBANCO, INC., WESBANCO BANK, INC., FARMERS CAPITAL BANK CORPORATION and UNITED BANK & CAPITAL TRUST COMPANY (April 20th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement), dated as of April 19, 2018, is made and entered into by and among Wesbanco, Inc., a West Virginia corporation (Buyer), Wesbanco Bank, Inc., a West Virginia banking corporation and a wholly-owned subsidiary of Buyer (Buyer Sub), Farmers Capital Bank Corporation, a Kentucky corporation and financial holding company (Seller), and United Bank & Capital Trust Company, a Kentucky banking corporation and a wholly-owned subsidiary of Seller (Seller Sub). Buyer and Seller are sometimes hereinafter collectively referred to as the Constituent Corporations.

Shepherd's Finance, LLC – Master Loan Modification Agreement (April 18th, 2018)

THIS AGREEMENT, Made and entered into as of this 11th day of April, 2018, by and between SHEPHERD'S FINANCE, LLC, a Delaware limited liability company, having an address at 12627 San Jose Blvd., Suite 203, Jacksonville, FL 32223 (the "Borrower"), and PAUL SWANSON (the "Lender").

Contract (April 18th, 2018)
Bio-Carbon Solutions International Inc. – AGREEMENT AND PLAN OF REORGANIZATION OF DLT RESOLUTION CORP. AND DLT RESOLUTION INC.. AND 1922861 ONTARIO INC. (ASSET PURCHASE AGREEMENT) Page (April 18th, 2018)

DLT RESOLUTION desires to acquire all the assets of 1922861Ontario Inc., including but not limited to, the customer base representing 88 organisations and approx. 850 end points (lines), operating name, website, accounts receivables, 2 employment contracts containing non compete provisions and any and all other forms, documents, manuals and procedures utilised in the successful operation of the company's business. in exchange for cash and shares of DLT USA Common Stock, and the parties wish to agree to certain related terms and conditions, all as set forth herein;

Eldorado Resorts, Inc. – AGREEMENT AND PLAN OF MERGER by and Among ELDORADO RESORTS, INC., DELTA MERGER SUB, INC., GLP CAPITAL, L.P. And TROPICANA ENTERTAINMENT INC. Dated as of April 15, 2018 (April 16th, 2018)

This AGREEMENT AND PLAN OF MERGER, dated as of April 15, 2018 (this Agreement), is made by and among Eldorado Resorts, Inc., a Nevada corporation (Parent), Delta Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), GLP Capital, L.P., a Pennsylvania limited partnership (Gamma and together with Parent, the Acquirors), and Tropicana Entertainment Inc., a Delaware corporation (the Company). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 9.4 or as otherwise defined elsewhere in this Agreement.

Tropicana Entertainment Inc. – AGREEMENT AND PLAN OF MERGER by and Among ELDORADO RESORTS, INC., DELTA MERGER SUB, INC., GLP CAPITAL, L.P. And TROPICANA ENTERTAINMENT INC. Dated as of April 15, 2018 (April 16th, 2018)

This AGREEMENT AND PLAN OF MERGER, dated as of April 15, 2018 (this Agreement), is made by and among Eldorado Resorts, Inc., a Nevada corporation (Parent), Delta Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), GLP Capital, L.P., a Pennsylvania limited partnership (Gamma and together with Parent, the Acquirors), and Tropicana Entertainment Inc., a Delaware corporation (the Company). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 9.4 or as otherwise defined elsewhere in this Agreement.

Gaming & Leisure Properties, Inc. – AGREEMENT AND PLAN OF MERGER by and Among ELDORADO RESORTS, INC., DELTA MERGER SUB, INC., GLP CAPITAL, L.P. And TROPICANA ENTERTAINMENT INC. Dated as of April 15, 2018 (April 16th, 2018)

This AGREEMENT AND PLAN OF MERGER, dated as of April 15, 2018 (this Agreement), is made by and among Eldorado Resorts, Inc., a Nevada corporation (Parent), Delta Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), GLP Capital, L.P., a Pennsylvania limited partnership (Gamma and together with Parent, the Acquirors), and Tropicana Entertainment Inc., a Delaware corporation (the Company). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 9.4 or as otherwise defined elsewhere in this Agreement.

AGREEMENT AND PLAN OF MERGER by and Among ELDORADO RESORTS, INC., DELTA MERGER SUB, INC., GLP CAPITAL, L.P. And TROPICANA ENTERTAINMENT INC. Dated as of April 15, 2018 (April 16th, 2018)

This AGREEMENT AND PLAN OF MERGER, dated as of April 15, 2018 (this Agreement), is made by and among Eldorado Resorts, Inc., a Nevada corporation (Parent), Delta Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), GLP Capital, L.P., a Pennsylvania limited partnership (Gamma and together with Parent, the Acquirors), and Tropicana Entertainment Inc., a Delaware corporation (the Company). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 9.4 or as otherwise defined elsewhere in this Agreement.

Hanover Capital Mortgage Holdings, Inc. – Indenture (April 16th, 2018)

This INDENTURE (as amended, supplemented, restated, or otherwise modified from time to time, the "Indenture"), is made and entered into as of February 9, 2018, and effective as of February 12, 2018 (the "Closing Date"), by and among Ditech Agency Advance Trust, a statutory trust organized under the laws of the State of Delaware (the "Issuer"), WELLS FARGO BANK, N.A., a national banking association, in its capacity as Indenture Trustee (the "Indenture Trustee"), and as Calculation Agent, Paying Agent and Securities Intermediary (in each case, as defined below), DITECH FINANCIAL LLC (formerly known as Green Tree Servicing LLC), a limited liability company organized in the State of Delaware, ("Ditech"), as Servicer (as defined below) and as owner of the servicing rights under the Designated Servicing Agreements and as Administrator (as defined below), and CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC ("Credit Suisse"), a Delaware limited liability company, as Administrative Agent (as de

Construction Partners, Inc. – Suntx Cpi Growth Company, Inc. 2016 Equity Incentive Plan (April 6th, 2018)

The purpose of the SunTx CPI Growth Company, Inc. 2016 Equity Incentive Plan is to enable the Company and any Related Company to obtain and retain the services of the types of Employees, Consultants, and Directors who will contribute to the Companys long range success and to provide incentives that are linked directly to increases in share value which will inure to the benefit of all stockholders of the Company.

ABL CREDIT AGREEMENT Dated as of April 3, 2018 Among CHS/COMMUNITY HEALTH SYSTEMS, INC., COMMUNITY HEALTH SYSTEMS, INC., THE LENDERS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC., CREDIT SUISSE SECURITIES (USA) LLC, BANK OF AMERICA, N.A., RBC CAPITAL MARKETS, LLC and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers and Joint Bookrunners, and DEUTSCHE BANK SECURITIES INC., GOLDMAN SACHS BANK USA, SUNTRUST BANK and SIEMENS FINANCIAL SERVICES, INC., as Co-Documentation Agents (April 4th, 2018)

ABL CREDIT AGREEMENT dated as of April 3, 2018 (this Agreement), among CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (the Borrower), COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (Parent), the Lenders (as defined in Article I), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent) for the Lenders.

Transition and Retirement Agreement (April 4th, 2018)

This Transition and Retirement Agreement (this "Agreement") is made and entered into on March 29, 2018, by and among David Cheesewright (the "Associate"), Walmart Inc., and Wal-Mart Canada Corp., an indirect wholly-owned subsidiary of Walmart Inc. (Walmart Inc. and Wal-Mart Canada Corp. are collectively referred to herein as "Walmart").

Third Refinancing Facilities Amendment (April 2nd, 2018)

THIS THIRD REFINANCING FACILITIES AMENDMENT (this Amendment) dated as of March 29, 2018 to the Credit Agreement referenced below is by and among ACADIA HEALTHCARE COMPANY, INC., a Delaware corporation (the Borrower), the Guarantors identified on the signature pages hereto, the Refinancing Lenders (defined below) and BANK OF AMERICA, N.A., in its capacity as Administrative Agent (in such capacity, the Administrative Agent).

AMENDED AND RESTATED SECURITY AGREEMENT Among SEARS HOLDINGS CORPORATION, and Certain of Its Subsidiaries, as Grantors and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent Dated as of March 20, 2018 (March 23rd, 2018)

THIS AMENDED AND RESTATED SECURITY AGREEMENT, dated as of March 20, 2018 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this Agreement), is made by SEARS HOLDINGS CORPORATION, a Delaware corporation (the Issuer), and the subsidiaries of the Issuer from time to time party hereto (the Subsidiary Obligors and, together with the Issuer, the Grantors), in favor of WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as collateral agent (in such capacity and, together with any successors and assigns, the Collateral Agent).

AGREEMENT AND PLAN OF MERGER Dated as of March 18, 2018 Among STEWART INFORMATION SERVICES CORPORATION, FIDELITY NATIONAL FINANCIAL, INC., a HOLDCO CORP. And S HOLDCO LLC (March 19th, 2018)

AGREEMENT AND PLAN OF MERGER (this Agreement) dated as of March 18, 2018 by and among Stewart Information Services Corporation, a Delaware corporation (the Company), Fidelity National Financial, Inc., a Delaware corporation (Parent), A Holdco Corp., a Delaware corporation and a wholly-owned direct subsidiary of Parent (Merger Sub I), and S Holdco LLC, a Delaware limited liability company and wholly-owned direct subsidiary of Parent (Merger Sub II and, together with Merger Sub I, the Merger Subs).

Stewart Information Services Corporation – AGREEMENT AND PLAN OF MERGER Dated as of March 18, 2018 Among STEWART INFORMATION SERVICES CORPORATION, FIDELITY NATIONAL FINANCIAL, INC., a HOLDCO CORP. (March 19th, 2018)

AGREEMENT AND PLAN OF MERGER (this "Agreement") dated as of March 18, 2018 by and among Stewart Information Services Corporation, a Delaware corporation (the "Company"), Fidelity National Financial, Inc., a Delaware corporation ("Parent"), A Holdco Corp., a Delaware corporation and a wholly-owned direct subsidiary of Parent ("Merger Sub I"), and S Holdco LLC, a Delaware limited liability company and wholly-owned direct subsidiary of Parent ("Merger Sub II" and, together with Merger Sub I, the "Merger Subs").

Agree Realty Corporation – Underwriting Agreement (March 19th, 2018)
IAM Members Ratify Labor Agreement for AK Steel Middletown Works (March 13th, 2018)

West Chester, OH, March 13, 2018-AK Steel (NYSE: AKS) said today that members of the International Association of Machinists and Aerospace Workers (IAM) Local 1943 have ratified a two year labor agreement covering about 1,730 hourly employees at the company's Middletown, Ohio facility. AK Steel said that the contract was ratified in voting held on March 12, 2018. The new agreement will be effective until March 15, 2020.

CONE Midstream Partners LP – REVOLVING CREDIT FACILITY Dated as of March 8, 2018 by and Among CNX MIDSTREAM PARTNERS LP (Formerly Known as CONE MIDSTREAM PARTNERS LP) and THE GUARANTORS PARTY HERETO FROM TIME TO TIME and THE LENDERS PARTY HERETO FROM TIME TO TIME and PNC BANK, NATIONAL ASSOCIATION, as the Administrative Agent and the Collateral Agent JPMORGAN CHASE BANK, N.A., as the Syndication Agent and CREDIT SUISSE AG and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Co-Documentation Agents and PNC CAPITAL MARKETS LLC, JPMORGAN CHASE BANK, N.A., CREDIT SUISSE SECURITIES (USA) LLC and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD (March 12th, 2018)

THIS CREDIT AGREEMENT (the Agreement) is dated as of March 8, 2018 and is made by and among CNX MIDSTREAM PARTNERS LP (formerly known as CONE MIDSTREAM PARTNERS LP), a Delaware limited partnership (the Borrower), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders under this Agreement (in such capacity, the Administrative Agent) and as collateral agent for the Lenders and the other Secured Parties (in such capacity, the Collateral Agent).

REVOLVING CREDIT FACILITY SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 8, 2018 by and Among CNX RESOURCES CORPORATION (Formerly Known as CONSOL ENERGY INC.) and THE GUARANTORS PARTY HERETO FROM TIME TO TIME and THE LENDERS PARTY HERETO FROM TIME TO TIME and PNC BANK, NATIONAL ASSOCIATION, as the Administrative Agent and the Collateral Agent and JPMORGAN CHASE BANK, N.A., as the Syndication Agent CREDIT SUISSE AG and THE BANK OF TOKYO- MITSUBISHI UFJ, LTD., as Co-Documentation Agents and PNC CAPITAL MARKETS LLC, JPMORGAN CHASE BANK, N.A., CREDIT SUISSE SECURITIES (USA) LLC and (March 12th, 2018)

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the Agreement) is dated as of March 8, 2018, and is made by and among CNX RESOURCES CORPORATION (formerly known as CONSOL ENERGY INC.), a Delaware corporation (the Borrower), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), JPMORGAN CHASE BANK, N.A., as syndication agent (in such capacity, the Syndication Agent), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders under this Agreement (in such capacity, the Administrative Agent) and as collateral agent for the Lenders and the other Secured Parties (in such capacity, the Collateral Agent).

Mvb Financial Corp – Mvb Financial Corp. 2013 Stock Incentive Plan (Amended) (March 8th, 2018)
Federal Home Loan Bank of Pittsburgh Executive Officer Incentive Compensation Plan (March 8th, 2018)
Contents (March 8th, 2018)

The Plan, on and after July 1, 1996, is both a stock bonus plan and an employee stock ownership plan intended to qualify under both Code Section 401(a) and Code Section 4975(e)(7), respectively, and as such is designed to invest primarily in Verizon Shares. The Plan was amended and restated as of January 1, 1999 to incorporate applicable requirements of the GUST legislation. The Plan was amended and restated again effective as of January 1, 2009 to incorporate certain amendments made after the GUST restatement, including good faith amendment for compliance with the Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA), and to adopt good faith amendments to comply with the Pension Protection Act of 2006. The Plan is amended and restated herein effective as of January 1, 2015 to incorporate certain amendments made since the EGTRRA amendment and restatement, including good faith amendments for compliance with the Pension Protection Act of 2006 and other applicable legislation

Global Medical REIT Inc. – Contribution and Sale Agreement (March 7th, 2018)

This CONTRIBUTION AND SALE AGREEMENT (this "Agreement") is entered into effective as of the 6th day of March, 2018 (the "Effective Date"), by and between Minnite Family, LLC, a West Virginia limited liability company, Belpre I, LLC, a West Virginia limited liability company, Belpre II, LLC, a West Virginia limited liability company, Belpre III, LLC, a West Virginia limited liability company, and Belpre IV, LLC, a West Virginia limited liability company, (hereinafter collectively "Seller"), GMR Belpre, LLC, a Delaware limited liability company ("Buyer") and Minnite Family, LLC, a West Virginia limited liability company, as OP Unit Holder (as defined below). First American Title Insurance Company ("Escrow Agent") joins in this Agreement for the limited purposes set forth herein.

United Bankshares, Inc. – First Amendment to United Bankshares, Inc. Supplemental Executive Retirement Agreement (March 1st, 2018)

THIS FIRST AMENDMENT TO THE UNITED BANKSHARES, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT (the Agreement) is made and entered into this day of , 2018, effective as of such date unless specified otherwise below, by and between UNITED BANKSHARES, INC., a West Virginia bank holding company (the Company) and (the Executive);

United Bankshares, Inc. – United Bankshares, Inc. Supplemental Executive Retirement Agreement (March 1st, 2018)

THIS AGREEMENT, made and entered into the day of , 2018, by and between UNITED BANKSHARES, INC., a West Virginia holding company (the Company), and an Executive of the Company (hereinafter referred to as the Executive).

United Bankshares, Inc. – 2017 Amendment to Amended and Restated Change of Control Agreement (March 1st, 2018)

THIS AMENDMENT to the Change of Control Agreement (Change of Control Agreement) is made this 10th day of November, 2017, by and between UNITED BANKSHARES, INC., a West Virginia bank holding company (the Company) and (the Executive).

United Bankshares, Inc. – Second Amendment to 2008 Amended and Restated United Bankshares, Inc. Supplemental Executive Retirement Agreement (March 1st, 2018)

THIS SECOND AMENDMENT TO 2008 AMENDED AND RESTATED UNITED BANKSHARES, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT (the Agreement) is made and entered into this day of , 2018, effective as of such date unless specified otherwise below, by and between UNITED BANKSHARES, INC., a West Virginia bank holding company (the Company) and (the Executive);

Parsley Energy – NOTICE OF GRANT OF RESTRICTED STOCK (Performance-Based) (February 28th, 2018)

Pursuant to the terms and conditions of the Parsley Energy, Inc. 2014 Long Term Incentive Plan, attached as Appendix A (the "Plan"), and the associated Restricted Stock Agreement, attached as Appendix B (the "Agreement"), you are hereby issued shares of Stock, subject to certain restrictions thereon, and under the terms and conditions set forth below, in the Agreement, and in the Plan (the "Restricted Shares"). Capitalized terms used but not defined herein shall have the meanings set forth in the Plan.

First Amendment (February 28th, 2018)

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of January 19, 2017 (this Agreement), among PENN NATIONAL GAMING, INC., a Pennsylvania corporation (Borrower); the GUARANTORS party hereto from time to time; the LENDERS from time to time party hereto; the L/C LENDERS party hereto; BANK OF AMERICA, N.A., as swingline lender (in such capacity, together with its successors in such capacity, Swingline Lender); BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors in such capacity, Administrative Agent); and BANK OF AMERICA, N.A., as collateral agent (in such capacity, together with its successors in such capacity, Collateral Agent).

First Amendment (February 28th, 2018)

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of January 19, 2017 (this Agreement), among PENN NATIONAL GAMING, INC., a Pennsylvania corporation (Borrower); the GUARANTORS party hereto from time to time; the LENDERS from time to time party hereto; the L/C LENDERS party hereto; BANK OF AMERICA, N.A., as swingline lender (in such capacity, together with its successors in such capacity, Swingline Lender); BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors in such capacity, Administrative Agent); and BANK OF AMERICA, N.A., as collateral agent (in such capacity, together with its successors in such capacity, Collateral Agent).

Bloomin' Brands Inc. – AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 30, 2017 Among OSI RESTAURANT PARTNERS, LLC and BLOOMIN' BRANDS, INC., as Borrowers, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and an L/C Issuer, THE OTHER LENDERS PARTY HERETO, BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A. And COOPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as Co- Syndication Agents, and REGIONS BANK, CITIZENS BANK, N.A., PNC BANK, NATIONAL ASSOCIATION, U.S. BANK NATIONAL ASSOCIATION, and HSBC BANK USA, NATIONAL ASSOCIATION, as Co-Documentation Agents WELLS FARGO SECURITIES, LLC (February 28th, 2018)

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of November 30, 2017, among OSI RESTAURANT PARTNERS, LLC, a Delaware limited liability company ("OSI"), BLOOMIN' BRANDS, INC., a Delaware corporation (the "Company" and, together with OSI, the "Borrowers"), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and an L/C Issuer and each lender from time to time party hereto (collectively, the "Lenders" and individually, a "Lender").