Wisconsin Sample Contracts

$47,000,000 Senior Secured Credit Facilities Credit Agreement Among Fp Healthcare Intermediate, Llc as Holdings, Fp Healthcare Merger Sub Corporation and Connecture, Inc., as the Borrower, Pnc Bank, National Association, as Agent, Issuer, Revolving Credit and Term Loan Lender the Other Lenders From Time to Time Parties Hereto, as Lenders Dated as of April 25, 2018 (April 25th, 2018)

This Credit Agreement (as amended, restated, supplemented or otherwise modified from time to time, this Agreement), dated as of April 25, 2018, among FP HEALTHCARE INTERMEDIATE, LLC, a Delaware limited liability company (Holdings), FP HEALTHCARE MERGER SUB CORPORATION, a Delaware corporation (AcquisitionCo), CONNECTURE INC., a Delaware corporation (Connecture and, individually and collectively with AcquisitionCo and any other person hereafter made a party hereto as a borrower, individually and collectively, the Borrower), the other Loan Parties (as defined below) party hereto, PNC BANK, NATIONAL ASSOCIATION (PNC), as Agent, Issuer, Revolving Credit and Term Loan Lender (each as hereinafter defined), and the other banks, financial institutions and other entities from time to time parties to this Agreement as lenders (the Lenders).

U.S. Silica Holdings Inc. – Performance Share Unit Agreement Pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan (April 24th, 2018)

THIS PERFORMANCE SHARE UNIT AWARD AGREEMENT (this "Agreement"), dated as of the Grant Date specified above, is entered into by and between U.S. Silica Holdings, Inc., a corporation organized in the State of Delaware (the "Company"), and the Participant specified above, pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan, as in effect and as amended from time to time (the "Plan"), which is administered by the Committee; and

U.S. Silica Holdings Inc. – Restricted Stock Unit Agreement Pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan (April 24th, 2018)

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this "Agreement"), dated as of the Grant Date specified above, is entered into by and between U.S. Silica Holdings, Inc., a corporation organized in the State of Delaware (the "Company"), and the Participant specified above, pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan, as in effect and as amended from time to time (the "Plan"), which is administered by the Committee; and

U.S. Silica Holdings Inc. – Restricted Stock Agreement Pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan (April 24th, 2018)

THIS RESTRICTED STOCK AWARD AGREEMENT (this "Agreement"), dated as of the Grant Date specified above, is entered into by and between U.S. Silica Holdings, Inc., a corporation organized in the State of Delaware (the "Company"), and the Participant specified above, pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan, as in effect and as amended from time to time (the "Plan"), which is administered by the Committee; and

U.S. Silica Holdings Inc. – Restricted Stock Agreement Pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan (April 24th, 2018)

THIS RESTRICTED STOCK AWARD AGREEMENT (this "Agreement"), dated as of the Grant Date specified above, is entered into by and between U.S. Silica Holdings, Inc., a corporation organized in the State of Delaware (the "Company"), and the Participant specified above, pursuant to the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan, as in effect and as amended from time to time (the "Plan"), which is administered by the Committee; and

Purchase Agreement (April 24th, 2018)

THIS PURCHASE AGREEMENT (this "Agreement") is entered into as of April 23, 2018 (the "Effective Date"), by and between ________________ (each a "Seller" and collectively, the "Sellers"), and CF GROCERY DISTRIBUTION PROPCO LLC, a Delaware limited liability company ("Buyer").

BC Partners Lending Corp – Transfer Agent Servicing Agreement (April 23rd, 2018)
National Research Corporation – AMENDED AND RESTATED ARTICLES OF INCORPORATION OF NATIONAL RESEARCH CORPORATION (Effective April 17, 2018) (April 20th, 2018)

Pursuant to Section 180.1007 of the Wisconsin Business Corporation Law, Chapter 180 of the Wisconsin Statutes, these amended and restated articles of incorporation of the corporation (the "corporation"), which corporation is organized under Chapter 180 of the Wisconsin Statutes, supersede and take the place of the existing articles of incorporation of the corporation and any and all amendments thereto:

National Research Corporation – CREDIT AGREEMENT Among NATIONAL RESEARCH CORPORATION, as Borrower, and FIRST NATIONAL BANK OF OMAHA, as Lender Dated as of April 18, 2018 (April 20th, 2018)

CREDIT AGREEMENT, dated as of April 18, 2018, among NATIONAL RESEARCH CORPORATION, a Wisconsin corporation ("Borrower"), and FIRST NATIONAL BANK OF OMAHA, a national banking association ("Lender"). All capitalized terms used herein and defined in Section 11 are used herein as therein defined.

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).

Cincinnati Bancorp – Agreement and Plan of Merger Dated as of April 18, 2018 by and Among Cf Mutual Holding Company, Cincinnati Bancorp, Cincinnati Federal and Kentucky Federal Savings and Loan Association (April 20th, 2018)

This Agreement and Plan of Merger, dated as of the April 18, 2018 (the "Agreement"), is made by and among CF Mutual Holding Company (the "MHC"), Cincinnati Bancorp (the "Mid-Tier"), Cincinnati Federal, and Kentucky Federal Savings and Loan Association ("KF"). Hereinafter, the MHC, the Mid-Tier and Cincinnati Federal are individually referred to as a "Cincinnati Federal Party" and collectively referred to as the "Cincinnati Federal Parties."

MEMBERS Life Insurance Co – Contract (April 20th, 2018)

MEMBERS Life Insurance Co 0001562577 S-1 2017-12-31 --12-31 mlic Non-accelerated Filer Yes No No false 2017 FY 10650000 11037000 10667000 10539000 10667000 10539000 18440000 18732000 113000 116000 12000 15000 8492000 11460000 137000 415000 2471000 1637000 69005000 20221000 2586417000 1706430000 2771000 6196000 16257000 12774000 69005000 20221000 2567719000 1683145000 5 5 1000 1000 1000 1000 1000 1000 5000000 5000000 10500000 10500000 6000 -175000 3187000 8108000 18698000 23285000 2586417000 1706430000 3996000 3415000 5336000 181000 -53000 -235000 334000 -98000 -437000 -5000 5000000 10500000 222000 3493000 19215000 0 0 0 2780000 0 0 -447000 0 5000000 10500000 -225000 6273000 21548000 0 0 0 1835000 0 0 -98000 0 5000000 10500000 -323000 8108000 23285000 0 0 0 2079000 0 0 334000 0 0 0 0 -7000000 5000000 10500000 11000 3187000 18698000 0 0 -18000 0 0 -241000 -24

AGREEMENT AND PLAN OF MERGER BETWEEN QCR HOLDINGS, INC., AND SPRINGFIELD BANCSHARES, INC. April 17, 2018 (April 18th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (together with all exhibits and schedules, this Agreement) is entered into as of April 17, 2018, by and between QCR Holdings, Inc., a Delaware corporation (Acquiror), and Springfield Bancshares, Inc., a Missouri corporation (the Company).

Southwestern Public Svc Co – SUPPLEMENTAL AND RESTATED TRUST INDENTURE FROM NORTHERN STATES POWER COMPANY (A Wisconsin Corporation) TO FIRST WISCONSIN TRUST COMPANY TRUSTEE DATED March 1, 1991 SECURING FIRST MORTGAGE BONDS OF NORTHERN STATES POWER COMPANY (Restating, Amending and Supplementing the Trust Indenture Dated April 1, 1947, as Previously Supplemented Through March 1, 1988) (April 18th, 2018)

THIS SUPPLEMENTAL AND RESTATED TRUST INDENTURE, made as of March 1, 1991 by and between NORTHERN STATES POWER COMPANY, a corporation duly organized and existing under and by virtue of the laws of the State of Wisconsin, having its principal office in the city of Eau Claire, Wisconsin (the Company), the party of the first part, and FIRST WISCONSIN TRUST COMPANY, a corporation duly organized and existing under and by virtue of the laws of the State of Wisconsin, having its principal office in the City of Milwaukee, Wisconsin, as Trustee (the Trustee), party of the second part.

Contract (April 18th, 2018)
Subscription Agreement (April 18th, 2018)

This Subscription Agreement (this "Agreement"), dated April 16, 2018, is being delivered to Andrew Burish (the "Subscriber") in connection with his investment in the securities of Sonic Foundry, Inc. a Maryland corporation ("Sonic Foundry"). Sonic Foundry is issuing up to 232,558 units (the "Units") at a purchase price of $ 2.15 per Unit (the "Purchase Price") with each Unit consisting of (i) one share (the "Shares") of Sonic Foundry's common stock, par value $0.001 per share, (the "Common Stock"), and (ii) a warrant which expires on April 16, 2025, in the form attached hereto as Exhibit A (the "Warrant") to purchase one (1) share of Common Stock (the "Warrant Shares") at an exercise price of $2.50 per share. For purposes of this Agreement, the term "Securities" shall refer to the Common Stock, the Warrants, and the Warrant Shares.

SONIC FOUNDRY, INC. Warrant (April 18th, 2018)

SONIC FOUNDRY, INC., a Maryland corporation (the "Company"), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Andrew Burish, the registered holder hereof or his permitted assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant (including any Warrants issued in exchange, transfer or replacement hereof, this "Warrant"), at any time or times on or after the date hereof (the "Exercisability Date"), but not after 11:59 p.m., New York time, on the Expiration Date (as defined below) the number of shares, subject to adjustment as provided herein, of fully paid, non-assessable shares of Common Stock (as defined below) set forth below in Section 1(b) (the "Warrant Securities"). This Warrant is being issued pursuant to that certain Subscription Agreement, dated the date hereof (the "Subscript

Hanover Capital Mortgage Holdings, Inc. – Acknowledgment Agreement With Respect to Servicing Advance Receivables (April 16th, 2018)

THIS ACKNOWLEDGMENT AGREEMENT WITH RESPECT TO SERVICING ADVANCE RECEIVABLES (this "Agreement"), made and entered into as of this 9th day of February, 2018, and effective as of February 12, 2018 (the "Effective Date"), by and among DITECH FINANCIAL LLC, a Delaware limited liability company with its principal offices at 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the "Servicer"), Ditech Agency Advance Depositor LLC, a Delaware limited liability company with its principal offices at 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the "Depositor"), Ditech Agency Advance Trust, a Delaware statutory trust, with its principal offices for purposes of the matters contemplated hereby at c/o Ditech Financial LLC, 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the "Issuer"), WELLS FARGO BANK, N.A., not in its individual capacity but solely as indenture trustee at the direction and on behalf of the Issuer, with its principal offices at 9062 Old Annapolis Road,

Spirit MTA REIT – AMENDED AND RESTATED MASTER LEASE Between SPIRIT SPE PORTFOLIO 2006-1, LLC and SPIRIT SPE PORTFOLIO 2006-2, LLC, Landlord, and SHOPKO STORES OPERATING CO., LLC, Tenant, Dated: December 15, 2014 (April 13th, 2018)

THIS AMENDED AND RESTATED MASTER LEASE (hereinafter, this Lease) is made and entered into as of the 15th day of December, 2014 (the Effective Date), by and between SPIRIT SPE PORTFOLIO 2006-1, LLC and SPIRIT SPE PORTFOLIO 2006-2, LLC, each a Delaware limited liability company (hereinafter, collectively, Landlord), and SHOPKO STORES OPERATING CO., LLC, a Delaware limited liability company (hereinafter Tenant).

Evelo Biosciences, Inc. – Evelo Biosciences, Inc. 2015 Stock Incentive Plan (As Amended Through February 8, 2018) (April 13th, 2018)
Spirit MTA REIT – Amendment to Amended and Restated Master Lease Agreement (April 13th, 2018)

THIS LEASE (hereinafter, this Lease) is made and entered into as of the [ ] day of [ ], 20[ ] (the Effective Date), by and between [ ], a [ ] (hereinafter, Landlord), and SHOPKO STORES OPERATING CO., LLC, a Delaware limited liability company (hereinafter, Tenant).

Award Agreement (April 12th, 2018)

This Award Agreement (the "Agreement") describes some of the terms of your award (the "Award") under the Delta Air Lines, Inc. 2018 Long-Term Incentive Program (which is subject to the Delta Air Lines, Inc. Performance Compensation Plan) (the "2018 LTIP"). Your Award is subject to the terms of the 2018 LTIP and this Agreement. Capitalized terms that are used but not otherwise defined in this Agreement have the meaning set forth in the 2018 LTIP. In order for this Award to remain effective, you must accept the Award in accordance with Section 9 below on or before the date that is 30 calendar days after the date of this Agreement (the "Acceptance Date"). If you do not accept the Award as required, the Award and this Agreement will become void and of no further effect as of 5:00 pm Eastern Time on the Acceptance Date.

Benchmark 2018-B3 Commercial Mortgage Trust – Co-Lender Agreement (April 10th, 2018)

THIS CO-LENDER AGREEMENT (this "Agreement"), dated as of February 27, 2018 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION ("JPM" and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent") and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder") and, together with the Initial Note A-1 Holder, the "Initial Note Holders").

Sapiens International Corporation N.V. – SHARE PURCHASE AGREEMENT by and Among SAPIENS INTERNATIONAL CORPORATION N.V., STONERIVER, INC., and STONERIVER GROUP, L.P. ___________________________ Dated as of February 14, 2017 ___________________________ (April 10th, 2018)

This Share Purchase Agreement (this "Agreement") is made and entered into as of February 14, 2017 (the "Agreement Date"), by and among Sapiens International Corporation N.V., a corporation organized under the laws of Curacao ("Acquirer"), StoneRiver, Inc., a corporation organized under the laws of Delaware (the "Company"), and StoneRiver Group L.P., a limited partnership formed under the laws of Delaware ("Seller"). Certain other capitalized terms used herein are defined in Exhibit A.

Benchmark 2018-B3 Commercial Mortgage Trust – CO-LENDER AGREEMENT Dated as of February 27, 2018 by and Between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) 599 Broadway (April 10th, 2018)

THIS CO-LENDER AGREEMENT (this "Agreement"), dated as of February 27, 2018 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION ("JPM" and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent") and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder") and, together with the Initial Note A-1 Holder, the "Initial Note Holders").

Benchmark 2018-B3 Commercial Mortgage Trust – Contract (April 10th, 2018)
January 18, 2018 (April 9th, 2018)

We are very pleased to extend an offer of employment to you for the position of Executive Vice President Industrial/Hydratight Segment of Actuant Corporation, a Wisconsin corporation (the "Company"). This offer of employment is conditioned on your satisfactory completion of certain requirements, as more fully explained in this letter. Your employment is subject to the terms and conditions set forth in this letter.

Carbon Black, Inc. – Carbon Black, Inc. 2012 Stock Option and Grant Plan (April 9th, 2018)
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 3, 2018 Among OSHKOSH CORPORATION, as the Company, CERTAIN SUBSIDIARIES OF OSHKOSH CORPORATION, as Subsidiary Borrowers, VARIOUS FINANCIAL INSTITUTIONS, BANK OF AMERICA, N.A., as Agent, as an Issuer and as a Swing Line Lender, JPMORGAN CHASE BANK, N.A., as an Issuer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as an Issuer, U.S. BANK NATIONAL ASSOCIATION, as an Issuer and a Swing Line Lender, JPMORGAN CHASE BANK, N.A. WELLS FARGO BANK, NATIONAL ASSOCIATION and U.S. BANK NATIONAL ASSOCIATION, as Co-Syndication Agents, BRANCH BANKING AND (April 9th, 2018)

This SECOND AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of April 3, 2018 among Oshkosh Corporation, a Wisconsin corporation (the "Company"), certain Subsidiaries of the Company from time to time party hereto pursuant to Section 2.19, the Lenders from time to time party hereto, Bank of America, N.A., as administrative agent for the Lenders, an Issuer, and a Swing Line Lender, JPMorgan Chase Bank, N.A., as an Issuer, Wells Fargo Bank, National Association, as an Issuer, and U.S. Bank National Association, as an Issuer and a Swing Line Lender.

Amendment No. 6 to Credit Agreement (April 6th, 2018)

This CREDIT AGREEMENT, dated as of March 6, 2015 (the "Agreement"), is entered into by and among FlexShopper 2, LLC, a Delaware limited liability company (the "Company"), the Lenders party hereto from time to time, (the "Lenders"), Wells Fargo Bank, N.A., as Paying Agent for the Lenders (in such capacity, "Paying Agent"), and WE 2014-1, LLC, a Delaware limited liability company, as Administrative Agent for the Lenders (the "Administrative Agent").

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.

Key Executive Employment and Severance Agreement (April 5th, 2018)

THIS AGREEMENT, effective as of April 1, 2018, by and between Regal Beloit Corporation, a Wisconsin corporation (hereinafter referred to as the "Company"), and Robert Rehard (hereinafter referred to as the "Executive").

Orion Energy Systems – Third Amendment to Credit and Security Agreement (April 5th, 2018)

This Third Amendment to Credit Agreement and Security Agreement (this Amendment), dated as of March 30, 2018, is entered into by and among WELLS FARGO BANK, NATIONAL ASSOCIATION (Lender), and ORION ENERGY SYSTEMS, INC., a Wisconsin corporation (Orion), GREAT LAKES ENERGY TECHNOLOGIES, LLC, a Wisconsin limited liability company (Great Lakes), ORION ASSET MANAGEMENT, LLC, a Wisconsin limited liability company (Orion Asset), CLEAN ENERGY SOLUTIONS, LLC, a Wisconsin limited liability company (Clean Energy; together with Orion, Great Lakes and Orion Asset, Borrowers), ORION TECHNOLOGY VENTURES, LLC, a Wisconsin limited liability company (Orion Technology), ORION OPERATIONS, LLC, a Wisconsin limited liability company (Orion Operations), ORION SHARED SERVICES, LLC, a Wisconsin limited liability company (Orion Services), ORION AVIATION, LLC, a Wisconsin limited liability company (Orion Aviation), and ORION LED CANADA INC., a corporation organized under the laws of the Province of British Colum

Community Choice Financial Inc. – Waiver and Fourth Amendment to Revolving Credit Agreement (April 2nd, 2018)

This WAIVER AND FOURTH AMENDMENT TO REVOLVING CREDIT AGREEMENT, dated as of March 30, 2018 (this "Amendment"), is by and among: (i) Community Choice Financial Inc., an Ohio corporation (the "Borrower"); (ii) each of the Subsidiary Guarantors party hereto (collectively, with the Borrower, the "Loan Parties" and each, a "Loan Party"); (iii) VPC Investor Fund B II, LLC, a Delaware limited liability company and VPC Specialty Lending Investments PLC, a public limited company incorporated in England and Wales, each as Lenders (each, a "Lender" and, together, the "Lenders"); and (iv) Victory Park Management, LLC, a Delaware limited liability company, as Administrative Agent (the "Administrative Agent").

Hi-Crush Partners LP – Employment Agreement (April 2nd, 2018)

This Employment Agreement (the "Agreement") is dated as of April 2, 2018, by and between Hi-Crush Services LLC, a Delaware limited liability company (the "Company"), Hi-Crush Partners LP, a Delaware limited partnership (the "Partnership"), Hi-Crush Proppants LLC, a Delaware limited liability company ("Proppants" and, together with the Partnership and the Company, the "Hi-Crush Entities") and Scott J. Preston (the "Employee").