0000950130-99-003652 Sample Contracts

RECITALS --------
Assignment and Assumption Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation
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Exhibit 2.1 CONTRIBUTION AGREEMENT
Contribution Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation • New York
WITNESSETH:
Lease Agreement • June 15th, 1999 • Digex Inc/De • Services-computer processing & data preparation • Maryland
RECITALS --------
Digex Inc/De • June 15th, 1999 • Services-computer processing & data preparation

Assignor and Assignee have entered into a Contribution Agreement dated as of the date hereof (the "Contribution Agreement"), pursuant to which Assignor ---------------------- is transferring to Assignee, among other things, Assignor's right, title and interest in and to the Trademarks, as such term is defined in the Contribution Agreement.

BILL OF SALE
Digex Inc/De • June 15th, 1999 • Services-computer processing & data preparation

BII hereby covenants and agrees to execute and deliver, or cause to be executed and delivered, and to do or make, or cause to be done or made, upon the reasonable request of Digex, any and all agreements, instruments, papers, acts or things, supplemental, confirmatory or otherwise, as may reasonably be required by Digex for the purpose of or in connection with the perfecting or completing the transfer hereunder of the Equipment and the Inventory and otherwise carrying out the purposes and intent of the Contribution Agreement.

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