AGREEMENT AND PLAN OF MERGER RHINO INTERESTS LLCAgreement and Plan of Merger • September 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland
THIS TAX PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2007 by and among DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “REIT”), DUPONT FABROS TECHNOLOGY, L.P., a Delaware limited partnership (the “Partnership”), SAFARI VENTURES LLC, a Delaware limited liability company and five entities that will merge into the Partnership, RHINO INTERESTS LLC, a Delaware limited liability company, QUILL VENTURES LLC, a Delaware limited liability company, LEMUR VENTURES LLC, a Delaware limited liability company, MEERKAT INTERESTS LLC, a Delaware limited liability company, and GRIZZLY INTERESTS LLC, a Delaware limited liability company (each, together with Safari Ventures LLC, a “Merging Entity” and collectively the “Merging Entities”) and each of the undersigned parties hereto identified as “Protected Partners.”
CONTRIBUTION AGREEMENT WHALE HOLDINGS LLCContribution Agreement • September 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of August 9, 2007 by and between Panda Interests LLC, a Virginia limited liability company (the “Panda Investment Entity”), Mercer Interests LLC, a Delaware limited liability company (the “Mercer Investment Entity”) (the Panda Investment Entity and the Mercer Investment Entity, individually, an “Investment Entity” and, collectively, the “Investment Entities”), DuPont Fabros Technology, L.P., a Maryland limited partnership (the “OP”) and operating subsidiary of DuPont Fabros Technology, Inc., a Maryland corporation (“DF REIT”), and, solely for purposes of Article II hereof, the Principals (as defined herein);
CONTRIBUTION AGREEMENT DUPONT FABROS DEVELOPMENT LLCContribution Agreement • September 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of August 9, 2007 by and between DuPont Fabros Development LLC, a Delaware limited liability company (the “Investment Entity”), DuPont Fabros Technology, L.P., a Maryland limited partnership (the “OP”) and operating subsidiary of DuPont Fabros Technology, Inc., a Maryland corporation (“DF REIT”), and, solely for purposes of Article II hereof, the Principals (as defined herein);
CREDIT AGREEMENT DATED AS OF AUGUST 7, 2007 by and among SAFARI VENTURES LLC, AS PARENT BORROWER, RHINO EQUITY LLC, QUILL EQUITY LLC, LEMUR PROPERTIES LLC AND PORPOISE VENTURES LLC, AS SUBSIDIARY BORROWERS, KEYBANK NATIONAL ASSOCIATION, THE OTHER...Credit Agreement • September 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate
ASSIGNMENT AND ASSUMPTION OF LEASELease Agreement • September 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • District of Columbia
THIS PAGE IS NOT A PART OF THE LEASE. CERTAIN TERMS ARE SET FORTH ON THIS PAGE FOR CONVENIENT REFERENCE; HOWEVER, NOTHING HEREIN SHALL MODIFY OR AFFECT ANY PROVISION SET FORTH IN THE LEASE.
