Kean Miller Sample Contracts

AGREEMENT
Consulting Agreement • April 16th, 2001 • Helix Biomedix Inc • Blank checks • Louisiana
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DISTRIBUTION AGREEMENT
Distribution Agreement • May 2nd, 2018 • Lamar Advertising Co/New • Real estate investment trusts • New York
FIRST LIEN CREDIT AGREEMENT Dated as of October 6, 2017, Among VICI PROPERTIES 1 LLC, as the Borrower, THE LENDERS PARTY HERETO, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent,
Credit Agreement • October 11th, 2017 • Vici Properties Inc. • Real estate investment trusts • New York

FIRST LIEN CREDIT AGREEMENT, dated as of October 6, 2017 (this “Agreement”), among VICI Properties 1 LLC, a Delaware limited liability company (the “Borrower”), the Lenders party hereto from time to time and Wilmington Trust, National Association, as administrative agent and collateral agent for the Lenders.

AMENDMENT NO. 4, dated as of July 31, 2023 (this “Amendment No. 4”), to the Fourth Amended and Restated Credit Agreement, dated as of February 6, 2020 (as amended by that certain Amendment No. 1, dated as of July 2, 2021, as amended by that certain...
Credit Agreement • August 2nd, 2023 • Lamar Media Corp/De • Real estate investment trusts • New York

This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated as of February 6, 2020, among LAMAR MEDIA CORP., each “ADDITIONAL SUBSIDIARY BORROWER” that may be designated as such hereunder pursuant to an Additional Subsidiary Borrower Designation Letter, the SUBSIDIARY GUARANTORS party hereto, the LENDERS and ISSUING LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

FIFTH OMNIBUS AMENDMENT, CONSENT AND WAIVER
Common Terms Agreement • February 25th, 2020 • Cheniere Energy Partners, L.P. • Natural gas distribution • New York

further amended by that certain Omnibus Amendment, dated as of January 9, 2013, as amended by that certain Second Omnibus Amendment (the "Second Omnibus Amendment"), dated as of January 9, 2013 (as so amended, the "Original Common Terms Agreement"), and as amended and restated by the Amended and Restated Common Terms Agreement, dated as of May 28, 2013, as amended by that certain Amendment to the Common Terms Agreement, dated as of November 20, 2013, as further amended by that certain Amendment to Common Terms Agreement, dated as of April 10, 2014, as further amended by that certain Amendment to Common Terms Agreement, dated as of June 10, 2014, as further amended by that certain Amendment to Common Terms Agreement, dated as of May 12, 2015 (as so amended and restated, the "Amended and Restated Common Terms Agreement"), that sets out certain provisions regarding, among other things, common representations and warranties of the Borrower, common covenants of the Borrower, and common Even

EX-2.1 2 d121868dex21.htm EX-2.1 EQUITY PURCHASE AGREEMENT BY AND BETWEEN LAMAR MEDIA CORP. CCOI HOLDCO PARENT I, LLC, AND CCOI HOLDCO SUB I, LLC DATED AS OF JANUARY 7, 2016 Page Schedules Schedule A Seller Disclosure Schedule Schedule B Company...
Equity Purchase Agreement • May 5th, 2020 • Delaware

THIS EQUITY PURCHASE AGREEMENT is entered into as of January 7, 2016 (this “Agreement”), by and among (i) CCOI Holdco Parent I, LLC, a Delaware limited liability company (“Seller”), (ii) CCOI Holdco Sub I, LLC, a Delaware limited liability company (the “Company”), and (iii) Lamar Media Corp., a Delaware corporation (“Purchaser”). Purchaser, Seller and the Company are sometimes referred to in this Agreement as a “Party” and collectively as the “Parties.” Capitalized terms that are used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed to such terms in Article XIII.

TELLURIAN INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and HB FUND LLC as Collateral Agent NINTH SUPPLEMENTAL INDENTURE Dated as of August 15, 2023 6.00% Senior Secured Convertible Notes due 2025
Supplemental Indenture • August 16th, 2023 • Tellurian Inc. /De/ • Crude petroleum & natural gas • New York

This Supplemental Indenture (as defined below) is being executed and delivered pursuant to Sections 2.2 and 9.1(h) of the Base Indenture (as defined below) to establish the terms, and provide for the issuance, of a new series of Securities (as defined in the Base Indenture) constituting the Company’s 6.00% Senior Secured Convertible Notes due 2025 (the “Notes”).

VOTING AGREEMENT
Voting Agreement • June 16th, 2010 • Omni Energy Services Corp • Oil & gas field exploration services • Delaware

VOTING AGREEMENT, dated as of June 3, 2010 (this “Agreement”), by and among each of the Persons identified on Schedule I hereto (collectively, the “Stockholders”) and Wellspring OMNI Holdings Corporation, a Delaware corporation (“Parent”).

AMENDED AND RESTATED SENIOR WORKING CAPITAL REVOLVING CREDIT AND LETTER OF CREDIT REIMBURSEMENT AGREEMENT Dated as of September 4, 2015,
Reimbursement Agreement • August 8th, 2019 • Sabine Pass Liquefaction, LLC • Natural gas distribution • New York

This AMENDED AND RESTATED SENIOR WORKING CAPITAL REVOLVING CREDIT AND LETTER OF CREDIT REIMBURSEMENT AGREEMENT dated as of September 4, 2015, as amended by the Third Omnibus Amendment, dated as of May 23, 2018, the Fourth Omnibus Amendment, dated as of September 17, 2018 and the Fifth Omnibus Amendment, Consent and Waiver, dated as of May 29, 2019, is made among SABINE PASS LIQUEFACTION, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Borrower”), THE BANK OF NOVA SCOTIA, as Senior Issuing Bank and Senior Facility Agent, ABN AMRO CAPITAL USA LLC, HSBC BANK USA, NATIONAL ASSOCIATION and ING CAPITAL LLC, as Senior Issuing Banks, SOCIÉTÉ GÉNÉRALE, as Swing Line Lender, SOCIÉTÉ GÉNÉRALE, as the Common Security Trustee, and the SENIOR LENDERS party hereto from time to time and for the benefit of HSBC BANK USA, NATIONAL ASSOCIATION, ING CAPITAL LLC, MORGAN STANLEY BANK, N.A., and SUMITOMO MITSUI BANKING CORPORATION, as Joint Lead Arrangers

AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 13, 2007 among DIAMONDBACK HOLDINGS, LLC as Holdings, DIAMONDBACK ENERGY SERVICES, INC. as Merger Sub, CERTAIN SUBSIDIARIES THEREOF, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO,...
Credit Agreement • May 3rd, 2007 • Diamondback Energy Services, Inc. • Crude petroleum & natural gas • New York

This Amended and Restated Credit Agreement dated as of February 13, 2007 is among Diamondback Holdings, LLC, a Delaware limited liability company (“Holdings”), Diamondback Energy Services, Inc., a Delaware corporation (the “Merger Sub”), the Guarantors, the Lenders, and Fortis Capital Corp., as Administrative Agent for the Lenders.

CREDIT AGREEMENT dated as of May 28, 2013 among CHENIERE CREOLE TRAIL PIPELINE, L.P., as Borrower, THE LENDERS PARTY HERETO FROM TIME TO TIME, MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, THE BANK OF NEW YORK MELLON, as Collateral...
Credit Agreement • May 29th, 2013 • Cheniere Energy Partners, L.P. • Natural gas distribution • New York

CREDIT AGREEMENT (this “Agreement”) dated as of May 28, 2013, is among CHENIERE CREOLE TRAIL PIPELINE, L.P. (the “Borrower”), a limited partnership organized under the laws of the State of Delaware, the LENDERS party hereto from time to time, MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent, The Bank of New York, as the Collateral Agent, and The Bank of New York Mellon, as the Depositary Bank.

EXECUTION VERSION $1,200,000,000 AMENDED AND RESTATED SENIOR WORKING CAPITAL REVOLVING CREDIT AND LETTER OF CREDIT REIMBURSEMENT AGREEMENT Dated as of September 4, 2015, among SABINE PASS LIQUEFACTION, LLC as Borrower, THE BANK OF NOVA SCOTIA as...
Credit Reimbursement Agreement • May 5th, 2020 • New York

Form of U.S. Tax Compliance Certificate (For Non-U.S. Participants that are Not Partnerships for U.S. Federal Income Tax Purposes)

MEMBERSHIP INTEREST PURCHASE AGREEMENT AMONG
Membership Interest Purchase Agreement • August 8th, 2022 • Delaware
RELEASE, COMPROMISE AND SETTLEMENT AGREEMENT
Release, Compromise and Settlement Agreement • July 26th, 2017 • Louisiana
Negotiating Commercial Leases
June 14th, 2002
  • Filed
    June 14th, 2002

Like most commercial transactions, commercial leases come in various sizes, shapes and forms. They include such varied arrangements as retail shopping center leases, office building leases, industrial warehouse leases, agricultural leases, single tenant building leases, long-term ground leases, as well as many other types of leases. Depending on the type of lease, the issues which are most important will vary. For example, in a short term retail shopping center lease, much time and effort may be expended by the parties in negotiating CAM charges, percentage rent and parking arrangements; on the other hand, in a long-term ground lease, much time and effort may be expended negotiating the provisions relating to the financing of the construction of the building by a third party lender.

EQUITY PURCHASE AGREEMENT BY AND BETWEEN LAMAR MEDIA CORP., FMG OUTDOOR HOLDINGS, LLC, GTCR/FMG BLOCKER CORP., NCP FAIRWAY, INC., THE SELLERS IDENTIFIED HEREIN AND, SOLELY IN ITS CAPACITY AS REPRESENTATIVE, GTCR FUND XI/B LP DATED AS OF DECEMBER 21, 2018
Equity Purchase Agreement • December 28th, 2018 • Lamar Media Corp/De • Real estate investment trusts • Delaware

THIS EQUITY PURCHASE AGREEMENT is entered into as of December 21, 2018 (this “Agreement”), by and among (i) Lamar Media Corp., a Delaware corporation (“Purchaser”), (ii) FMG Outdoor Holdings, LLC, a Delaware limited liability company (the “Company”), (iii) GTCR/FMG Blocker Corp., a Delaware corporation (the “GTCR Blocker”), (iv) NCP Fairway, Inc., a Delaware corporation (the “NCP Blocker” and, together with GTCR Blocker, the “Blockers”), (v) GTCR Fund XI/C LP, a Delaware limited partnership (the “GTCR Seller”), (vi) Newstone Capital Partners II, L.P., a Delaware limited partnership (the “Newstone Seller” and, together with the GTCR Seller, the “Blocker Sellers”), (vii) GTCR Fund XI/B LP, a Delaware limited partnership, GTCR Co-Invest XI LP, a Delaware limited partnership, GTCR Partners XI/B LP, a Delaware limited partnership (the “Splitter GP”) and the general partner of GTCR/FMG Splitter LP, a Delaware limited partnership (the “Splitter”), and each of the other Persons signatory heret

VOTING AGREEMENT
Voting Agreement • June 4th, 2010 • Omni Energy Services Corp • Oil & gas field exploration services • Delaware

VOTING AGREEMENT, dated as of June 3, 2010 (this “Agreement”), by and between Brian J. Recatto (the “Stockholder”) and Wellspring OMNI Holdings Corporation, a Delaware corporation (“Parent”).

TELLURIAN INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and HB FUND LLC as Collateral Agent EIGHTH SUPPLEMENTAL INDENTURE Dated as of August 15, 2023 10.00% Senior Secured Notes due 2025
Supplemental Indenture • August 16th, 2023 • Tellurian Inc. /De/ • Crude petroleum & natural gas • New York

This Supplemental Indenture (as defined below) is being executed and delivered pursuant to Sections 2.2 and 9.1(h) of the Base Indenture (as defined below) to establish the terms, and provide for the issuance, of a new series of Securities (as defined in the Base Indenture) constituting the Company’s 10.00% Senior Secured Notes due 2025 (the “Notes”).

Suire v. Lafayette City-Parish Consolidated Government, et al
March 12th, 2021
  • Filed
    March 12th, 2021

The plaintiff sued the City of Lafayette and its contractor alleging that construction of a drainage ditch (i.e. driving metal sheets that were used to create a box culvert into the ground near the plaintiff’s home) caused damage to the home’s foundation. The plaintiff asserted claims for negligence, strict liability1 and absolute liability. Under Louisiana law (Civil Code 667), a person can be found liable for certain conduct (pile driving and blasting with explosives) regardless of knowledge or whether reasonable care was exercised.

Entirety Clause Oil And Gas
June 29th, 2022
  • Filed
    June 29th, 2022

Alf usually transfuses praiseworthily or energises lyingly when yare Iggy fall-in defenseless and foolishly. Eugen phases advertently? Fructuous and scissile Granville lignifies his glowers titivated chuckled laughingly.

Contract
Lamar Media Corp/De • January 13th, 2016 • Real estate investment trusts • New York

INCREMENTAL AMENDMENT NO. 1, dated as of January 7, 2016 (this “Incremental Amendment No. 1”), to the Second Amended and Restated Credit Agreement, dated as of February 3, 2014 (as amended, supplemented and modified from time to time, the “Credit Agreement”), by and among LAMAR MEDIA CORP., a Delaware corporation (the “Company” or the “Borrower”), LAMAR ADVERTISING COMPANY, a Delaware corporation (solely with respect to Sections 5 and 7 hereof, “Holdings”), the SUBSIDIARY GUARANTORS party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”). Capitalized terms used herein without definition have the meanings given such terms by the Credit Agreement.

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 20th, 2007 • Diamondback Energy Services, Inc. • Crude petroleum & natural gas • New York

This First Amendment (this “Amendment”) dated as of May 10, 2007 (the “Effective Date”), is by and among Diamondback Holdings, LLC, a Delaware limited liability company (“Holdings”), Diamondback Energy Services, Inc., a Delaware corporation (the “Merger Sub”), certain subsidiaries thereof (the “Guarantors”), the lenders party to the Credit Agreement referred to below (the “Lenders”), and Fortis Capital Corp., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”).

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Contract
Lamar Media Corp/De • January 22nd, 2019 • Real estate investment trusts

INCREMENTAL AMENDMENT NO. 1, dated as of January 17, 2019 (this “Incremental Amendment No. 1”), to the Third Amended and Restated Credit Agreement, dated as of May 15, 2017, as amended by Amendment No. 1, dated as of March 16, 2018, and Amendment No. 2, dated as of December 6, 2018 (as amended, supplemented and modified from time to time, the “Credit Agreement”), by and among LAMAR MEDIA CORP., a Delaware corporation (the “Company” or the “Borrower”), LAMAR ADVERTISING COMPANY, a Delaware corporation (solely with respect to Sections 5 and 7 hereof, “Holdings”), the SUBSIDIARY GUARANTORS party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”). Capitalized terms used herein without definition have the meanings given such terms by the Credit Agreement.

AGREEMENT IN PRINCIPLE
May 11th, 2018
  • Filed
    May 11th, 2018

Applicant, Entergy New Orleans, LLC1 (“ENO” or “Company”), the Independent Legal and Technical Advisors (the “Advisors”) to the Council of the City of New Orleans (the “Council”), and Intervenors (i) the Alliance for Affordable Energy (“AAE”), (ii) Gulf States Renewable Energy Industries Association (“GSREIA”), (iii) 350 New Orleans, and (iv) the American Institute of Architects New Orleans Chapter (“AIA”) (AAE, GSREIA, AIA and 350 New Orleans are collectively referred to as the “Supportive Intervenors”) hereby agree to settle and resolve the captioned matter upon the following terms, which shall be presented to the Council of the City of New Orleans (“Council”) for approval. The remaining parties do not oppose this Agreement in Principle (“AIP”), as designated by their representatives’ signature below.

Non Compete Agreement Louisiana
Non Compete Agreement Louisiana • August 30th, 2021

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