CONTRIBUTION AND EXCHANGE AGREEMENTContribution and Exchange Agreement • December 3rd, 2021 • Salona Global Medical Device Corp • Surgical & medical instruments & apparatus • Delaware
THIS CONTRIBUTION AND EXCHANGE AGREEMENT (this "Agreement") is dated as of November 29, 2021 (the "Effective Date"), by and between Adam Harmon ("Harmon") and Salona Global Medical Device Corporation, a corporation existing under the laws of British Columbia, Canada ("Pubco").
CONTRIBUTION AGREEMENTContribution Agreement • December 3rd, 2021 • Salona Global Medical Device Corp • Surgical & medical instruments & apparatus • Delaware
THIS CONTRIBUTION AGREEMENT (the "Agreement"), is dated as of November 29, 2021 (the "Effective Date") by and between INSPIRA FINANCIAL COMPANY, a corporation incorporated under the laws of the state of Washington ("Inspira"), PAN NOVUS HOSPITAL SALES GROUP, LLC, a Delaware limited liability company ("Pan Novus"), ALG Health Plus, LLC, a Delaware limited liability company (the "Company" and together with Inspira and Pan Novus, the "Inspira Parties") on the one hand, and ALG-HEALTH LLC, an Ohio limited liability company ("ALG"), and ADAM HARMON ("Harmon" and together with ALG the "ALG Parties") on the other hand. The Inspira Parties and the ALG Parties are sometimes each respectively referred to herein as a "Party" and sometimes collectively referred to herein as the "Parties".
LIMITED LIABILITY COMPANY AGREEMENT OF ALG HEALTH PLUS, LLCLimited Liability Company Agreement • December 3rd, 2021 • Salona Global Medical Device Corp • Surgical & medical instruments & apparatus • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT of ALG HEALTH PLUS, LLC, a Delaware limited liability company (the "Company"), is entered into as of November 29, 2021 by and among the Members listed on Schedule A hereto (collectively, the "Members"). Capitalized terms not otherwise defined in this Agreement shall have the respective meanings specified in Section 1.02.
