Pierce Atwood Sample Contracts

XTRA, Inc.
Distribution Agreement • May 7th, 1997 • Xtra Inc • Services-equipment rental & leasing, nec • New York
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Credit Agreement • October 22nd, 1999 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
EXHIBIT 10.71 LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • Maine
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. EXECUTION 5/1/02 AMENDED AND RESTATED NOTE PURCHASE AGREEMENTEDUCATION ONE LOAN PROGRAM
Note Purchase Agreement • May 5th, 2020 • New York

This Amended and Restated Note Purchase Agreement, by and between BANK ONE, NATIONAL ASSOCIATION ("Bank One"), a national banking association organized under the laws of the United States and having a principal office located at 100 East Broad Street, Columbus, Ohio 43215, and THE FIRST MARBLEHEAD CORPORATION, a Delaware corporation having a principal place of business at 30 Little Harbor, Marblehead, Massachusetts ("FMC"), dated as of May 1, 2002;

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • December 12th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Vermont
THE FIRST BANCORP, INC. (a Maine corporation) 661,540 Shares of Common Stock (Par Value $.01 Per Share) UNDERWRITING AGREEMENT
Underwriting Agreement • March 26th, 2013 • First Bancorp, Inc /ME/ • National commercial banks • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 21st, 2016 • Immucell Corp /De/ • In vitro & in vivo diagnostic substances • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 17, 2016, between ImmuCell Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

FIRST AMENDMENT TO
Securities Purchase Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • New York
CREDIT AGREEMENT Dated as of September 30, 2008 among ATHENAHEALTH, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto
Credit Agreement • November 7th, 2008 • Athenahealth Inc • Services-business services, nec • Massachusetts

This CREDIT AGREEMENT (“Agreement”) is entered into as of September 30, 2008, among ATHENAHEALTH, INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

Exhibit 1.1 THE FIRST MARBLEHEAD CORPORATION Common Stock, par value $.01 per share Underwriting Agreement
Underwriting Agreement • June 21st, 2004 • First Marblehead Corp • Personal credit institutions • New York
AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 and amended as of March 31, 2015 among PLANET INTERMEDIATE, LLC, as Holdings, PLANET FITNESS HOLDINGS, LLC, as Borrower, The Lenders Party Hereto - and- JPMORGAN CHASE...
Credit Agreement • June 22nd, 2015 • Planet Fitness, Inc. • Services-membership sports & recreation clubs • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 (as it may be amended or modified from time to time, this “Agreement”), among PLANET INTERMEDIATE, LLC, a Delaware limited liability company (“Holdings”), PLANET FITNESS HOLDINGS, LLC, a New Hampshire limited liability company (the “Borrower”), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). The parties hereto agree as follows:

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 31, 2000
Credit Agreement • August 2nd, 2000 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
DOMTAR CORPORATION as Issuer and Certain of its Subsidiaries, as Guarantors Underwriting Agreement June 3, 2009
Underwriting Agreement • June 9th, 2009 • Domtar CORP • Paper mills • New York

Domtar Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $400,000,000 principal amount of its 10.75% Senior Notes due 2017 (the “Securities”) to be guaranteed (collectively, the “Guarantees”) by the subsidiary guarantors listed on Schedule 2 hereto (collectively, the “Guarantors”). The Securities will be issued pursuant to an Indenture, dated as of November 19, 2007 (as supplemented as of the date hereof, the “Base Indenture”) among the Company, the Guarantors party thereto and The Bank of New York Mellon, as trustee (the “Trustee”), as further supplemented by a Supplemental Indenture, to be dated as of June 9, 2009 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) between the Company, the Guarantors party thereto and the Trustee.

Exhibit 1 ===================================================================== =========== AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 12, 1997
Credit Agreement • December 22nd, 1997 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
EXHIBIT 10.35 PARTICIPATION AGREEMENT
Participation Agreement • August 6th, 1997 • SDW Holdings Corp • Paper mills
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Credit Agreement • June 30th, 1999 • Fairchild Semiconductor International Inc • Semiconductors & related devices • New York
TRANSWITCH CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent RIGHTS AGREEMENT Dated as of October 3, 2011
Rights Agreement • October 3rd, 2011 • Transwitch Corp /De • Semiconductors & related devices • Delaware

The Purchase Price payable, and the number of Preferred Shares or other securities or property issuable, upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (i) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Shares, (ii) upon the grant to holders of the Preferred Shares of certain rights or warrants to subscribe for or purchase Preferred Shares at a price, or securities convertible into Preferred Shares with a conversion price, less than the then current market price of the Preferred Shares or (iii) upon the distribution to holders of the Preferred Shares of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings or dividends payable in Preferred Shares) or of subscription rights or warrants (other than those referred to above).

AMONG
Stock Purchase Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • New York
1,123,810 Shares ImmuCell Corporation Common Stock, par value $0.10 per share PURCHASE AGREEMENT
Purchase Agreement • January 29th, 2016 • Immucell Corp /De/ • In vitro & in vivo diagnostic substances • New York

ImmuCell Corporation, a Delaware corporation (the “Company”), proposes to sell to Craig-Hallum Capital Group LLC (“you” or the “Underwriter”) an aggregate of 1,123,810 shares (the “Shares”) of Common Stock, par value $0.10 per share (the “Common Stock”), of the Company. The Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Shares purchased pursuant to this Purchase Agreement are herein called the “Securities.”

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 15th, 2008 • Advanced Cell Technology, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 31, 2008 between Advanced Cell Technology, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 10, 2016 among PLANET INTERMEDIATE, LLC, as Holdings, PLANET FITNESS HOLDINGS, LLC, as Borrower, The Lenders Party Hereto - and - JPMORGAN CHASE BANK, N.A., as...
Credit Agreement • November 10th, 2016 • Planet Fitness, Inc. • Services-membership sports & recreation clubs • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 (as it may be amended or modified from time to time, this “Agreement”), among PLANET INTERMEDIATE, LLC, a Delaware limited liability company (“Holdings”), PLANET FITNESS HOLDINGS, LLC, a New Hampshire limited liability company (the “Borrower”), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). The parties hereto agree as follows:

COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • July 17th, 2012 • Transwitch Corp /De • Semiconductors & related devices • Illinois

COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of July 16, 2012 by and between TRANSWITCH CORPORATION, a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

PURCHASE AGREEMENT
Purchase Agreement • May 11th, 2020 • Carters Inc • Apparel & other finishd prods of fabrics & similar matl • New York

The Securities (as defined below) will be issued pursuant to an indenture, to be dated as of May 11, 2020 (the “Indenture”), among the Company, the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Securities will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a letter of representations, to be dated on or before the Closing Date (as defined in Section 2 hereof) (the “DTC Agreement”), among the Company, the Trustee and the Depositary.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 17th, 2012 • Transwitch Corp /De • Semiconductors & related devices • Illinois

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2012, by and between TRANSWITCH CORPORATION, a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

AGREEMENT TO PURCHASE MEMBERSHIP INTERESTS
Membership Interest Purchase Agreement • October 29th, 1997 • Ridgewood Electric Power Trust Iv • Electric services • Illinois
417,807 Shares ImmuCell Corporation Common Stock, par value $0.10 per share UNDERWRITING AGREEMENT
Underwriting Agreement • December 21st, 2017 • Immucell Corp /De/ • In vitro & in vivo diagnostic substances • New York

ImmuCell Corporation, a Delaware corporation (the “Company”), proposes to sell to Craig-Hallum Capital Group LLC (“you” or the “Underwriter”) an aggregate of 417,807 shares (the “Shares”) of Common Stock, par value $0.10 per share (the “Common Stock”), of the Company. The Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company to the Underwriter.

At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • February 10th, 2012 • Transwitch Corp /De • Semiconductors & related devices • New York

TranSwitch Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (“MLV”), as follows:

RECITALS
Marketing Services Agreement • October 29th, 2003 • First Marblehead Corp • Personal credit institutions • Massachusetts
AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 among PLANET INTERMEDIATE, LLC, as Holdings PLANET FITNESS HOLDINGS, LLC, as Borrower The Other Loan Parties Party Hereto The Lenders Party Hereto - and- JPMORGAN CHASE BANK, N.A., as...
Credit Agreement • March 25th, 2015 • Planet Fitness, Inc. • Services-membership sports & recreation clubs • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 (as it may be amended or modified from time to time, this “Agreement”), among PLANET INTERMEDIATE, LLC, a Delaware limited liability company (“Holdings”), PLANET FITNESS HOLDINGS, LLC, a New Hampshire limited liability company (the “Borrower”), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). The parties hereto agree as follows:

AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 26, 2017 among PLANET INTERMEDIATE, LLC, as Holdings, PLANET FITNESS HOLDINGS, LLC, as Borrower, The Lenders Party Hereto - and - JPMORGAN CHASE BANK, N.A., as Administrative...
Credit Agreement • May 30th, 2017 • Planet Fitness, Inc. • Services-membership sports & recreation clubs • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2014 (as it may be amended or modified from time to time, this “Agreement”), among PLANET INTERMEDIATE, LLC, a Delaware limited liability company (“Holdings”), PLANET FITNESS HOLDINGS, LLC, a New Hampshire limited liability company (the “Borrower”), the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). The parties hereto agree as follows:

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 19th, 2005 • Advanced Cell Technology, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 15, 2005 among Advanced Cell Technology, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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