0001193125-07-220734 Sample Contracts

DUPONT FABROS TECHNOLOGY, INC. Stock Award and LTIP Award Agreement
Stock Award and Ltip Award Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland

THIS STOCK AWARD AND LTIP AWARD AGREEMENT (the “Agreement”), effective as of the 18th day of October, 2007, governs the Stock Award and the award of LTIPs granted by DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “Company”), to HOSSEIN FATEH (the “Participant”), in accordance with and subject to the provisions of the Company’s 2007 Equity Compensation Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.

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INDEMNITY AGREEMENT
Indemnification Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate

THIS INDEMNITY AGREEMENT (this “Agreement”), is made as of this __ day of October, 2007, by LAMMOT J. DU PONT and HOSSEIN FATEH (“Indemnitors”) for the benefit of DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation, and DUPONT FABROS TECHNOLOGY, L.P., a Maryland limited partnership (the “OP”) (collectively, the “Indemnitees”).

DUPONT FABROS TECHNOLOGY, INC. Stock Award Agreement
Stock Award Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland

THIS STOCK AWARD AGREEMENT (the “Agreement”), effective as of the day of , governs the Stock Award granted by DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “Company”), to (the “Participant”), in accordance with and subject to the provisions of the Company’s 2007 Equity Compensation Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.

DUPONT FABROS TECHNOLOGY, INC. LTIP Award Agreement
Ltip Award Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland

THIS LTIP AWARD AGREEMENT (the “Agreement”), effective as of the day of , governs the award of LTIPs granted by DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “Company”), to ______________ (the “Participant”), in accordance with and subject to the provisions of the Company’s 2007 Equity Compensation Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.

DUPONT FABROS TECHNOLOGY, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , 2007, is made by and between DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “Company”), and (“Indemnitee”).

CONSENT AND ASSUMPTION AGREEMENT
Consent and Assumption Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate

This Consent and Assumption Agreement (this “Agreement”) is entered into effective as of , 2007 by and among DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (“REIT”), DUPONT FABROS TECHNOLOGY, L.P., a Maryland limited partnership (“New Parent Borrower”), SAFARI VENTURES LLC, a Delaware limited liability company (“Safari”), RHINO EQUITY LLC, QUILL EQUITY LLC, LEMUR PROPERTIES LLC AND PORPOISE VENTURES LLC, each a Delaware limited liability company (“Original Subsidiary Borrowers”; New Parent Borrower, Safari and Original Subsidiary Borrowers collectively know as, “New Borrowers”), and KEYBANK NATIONAL ASSOCIATION, as Agent for the Lenders (“Agent”).

DUPONT FABROS TECHNOLOGY, INC. Stock Award Agreement
Stock Award Agreement • October 18th, 2007 • Dupont Fabros Technology, Inc. • Real estate • Maryland

THIS STOCK AWARD AGREEMENT (the “Agreement”), effective as of the 18th day of October, 2007, governs the Stock Award granted by DUPONT FABROS TECHNOLOGY, INC., a Maryland corporation (the “Company”), to STEVEN G. OSGOOD (the “Participant”), in accordance with and subject to the provisions of the Company’s 2007 Equity Compensation Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.

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