EXHIBIT 2.1 AMENDMENT TO CONTRIBUTION AND PURCHASE AGREEMENT THIS AMENDMENT TO CONTRIBUTION AND PURCHASE AGREEMENT is made and entered into as of September 29, 1998 by and among Falcon Holding Group, L.P., a Delaware limited partnership ("FHGLP");...Contribution and Purchase Agreement • October 9th, 1998 • Falcon Communications Lp • Cable & other pay television services
AMONGContribution and Purchase Agreement • March 14th, 2008 • Tecumseh Products Co • Air-cond & warm air heatg equip & comm & indl refrig equip • Delaware
EX-10.20 9 d281040dex1020.htm EX-10.20 EXECUTION VERSION CONTRIBUTION AND PURCHASE AGREEMENTContribution and Purchase Agreement • May 5th, 2020 • Delaware
This CONTRIBUTION AND PURCHASE AGREEMENT, dated as of November 4, 2016 (this “Agreement”), is by and among Hostess Brands, Inc. (formerly known as Gores Holdings, Inc.), a Delaware corporation (the “Company”), Hostess CDM Co-Invest, LLC, a Delaware series limited liability company, together with the Hostess Co-Invest Series (as defined herein) (“Hostess Co-Invest”) and CDM Hostess Class C, LLC, a Delaware series limited liability company, together with the CDM Hostess Series (as defined herein) (“CDM Hostess”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Master Agreement (as defined below).
CONTRIBUTION AND PURCHASE AGREEMENT AMONG USP NORTH TEXAS, INC.Contribution and Purchase Agreement • May 8th, 2001 • United Surgical Partners International Inc • Services-general medical & surgical hospitals, nec • Texas
CONTRIBUTION AND PURCHASE AGREEMENT by and among TENET HEALTHCARE CORPORATION, USPI GROUP HOLDINGS, INC., ULYSSES JV HOLDING I LLC, ULYSSES JV HOLDING II LLC and BB BLUE HOLDINGS, INC. Dated as of March 23, 2015Contribution and Purchase Agreement • March 23rd, 2015 • United Surgical Partners International Inc • Services-general medical & surgical hospitals, nec • Delaware
This CONTRIBUTION AND PURCHASE AGREEMENT, dated as of March 23, 2015 (this “Agreement”), is entered into by and among Tenet Healthcare Corporation, a Nevada corporation (“Tenet”), USPI Group Holdings, Inc., a Delaware corporation (“Ulysses Holdings”), Ulysses JV Holding I LLC, a Delaware limited liability company (“Ulysses Holding I”), Ulysses JV Holding II LLC, a Delaware limited liability company (“Ulysses Holding II”, and together with Ulysses Holding I, the “Ulysses LLCs”) and BB Blue Holdings, Inc., a Delaware corporation (“NewCo”).
CONTRIBUTION AND PURCHASE AGREEMENT for the purchase of ownership interests in the entities set forth on Exhibit A-1 hereto by and among ERC SUB, L.P., a Delaware limited partnership, and the sellers set forth on Exhibit A-1 hereto Dated as of...Contribution and Purchase Agreement • January 4th, 2008 • Care Investment Trust Inc. • Real estate investment trusts • New York
THIS CONTRIBUTION AND PURCHASE AGREEMENT (“Agreement”) is dated as of December 31, 2007, and is entered into by and among ERC Sub, L.P. (“Buyer”), a Delaware limited partnership; and CAMBRIDGE B/R, INC. (the “Baton Rouge Seller”), a Louisiana corporation; CAMBRIDGE-GREENVILLE DALLAS, LLC (the “Walnut Hill Seller”), a Delaware limited liability company; PMC CAMBRIDGE OF PLANO, LTD. (the “Plano Seller”), a Texas limited partnership; CAMBRIDGE-CROWN ATRIUM, LLC (the “Westgate Seller”), a Delaware limited liability company; CAMBRIDGE-NORTH TEXAS HOLDINGS, LLC (the “Southlake Hospital Seller”), a Delaware limited liability company; and JEAN-CLAUDE SAADA (“Saada”) (each a “Seller” and collectively “Sellers”). The entities set forth on Exhibit A-2 hereto (each a “Managing Owner” and collectively the “Managing Owners”) join herein solely for the purpose of manifesting their respective agreements with Section 5.5 and Articles III and VI hereof. Cambridge Holdings Incorporated (“CHI”), a Delawar
CONTRIBUTION AND PURCHASE AGREEMENTContribution and Purchase Agreement • August 31st, 2006 • Earth Biofuels Inc • Services-business services, nec • Louisiana
THIS CONTRIBUTION AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of August , 2006, by and between Earth Ethanol, Inc., a Delaware corporation (“EE”), HPS Development, L.L.C., a Louisiana limited liability company (“HPS”), and South Louisiana Ethanol, L.L.C., a Louisiana limited liability company (“SLE”). EE, HPS and SLE are referred to collectively herein as the “Parties.”
CONTRIBUTION AND PURCHASE AGREEMENT dated as of October 1, 2014 between ENTERPRISE PRODUCTS PARTNERS L.P. and OILTANKING HOLDING AMERICAS, INC. and OTB HOLDCO, LLC relating to the purchase and sale of 100% of the Equity Interests in OTLP GP, LLC (the...Contribution and Purchase Agreement • October 1st, 2014 • Enterprise Products Partners L P • Natural gas transmission • Delaware
THIS CONTRIBUTION AND PURCHASE AGREEMENT (this “Agreement”) dated as of October 1, 2014 (the “Execution Date”), between Enterprise Products Partners L.P., a Delaware limited partnership (“Enterprise”), and Oiltanking Holding Americas, Inc., a Delaware corporation (“OTA”), and OTB Holdco, LLC, a Delaware limited liability company (“OTB Holdco,” and each of OTA and OTB Holdco, a “Contributing Party”).
AMENDMENT TO CONTRIBUTION AND PURCHASE AGREEMENTContribution and Purchase Agreement • February 14th, 2012 • USMD Holdings, Inc. • Services-general medical & surgical hospitals, nec • Texas
This AMENDMENT TO CONTRIBUTION AND PURCHASE AGREEMENT (this “Amendment”), executed on this 9th day of February, 2012, to be effective as of December 15, 2011, is by and among USMD Holdings, Inc., a Delaware corporation (“Holdings”), Urology Associates of North Texas, L.L.P., a Texas limited liability partnership (“UANT”), UANT Ventures, L.L.P., a Texas limited liability partnership (“Ventures”), and USMD Inc., a Texas corporation (“USMD”), and is joined in for limited purposes by John M. House, M.D. and Richard C. Johnston, M.D. Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in Article IX of the Agreement (as defined below).
CONTRIBUTION AND PURCHASE AGREEMENT BY AND BETWEENContribution and Purchase Agreement • September 29th, 2021 • Wisconsin
THIS CONTRIBUTION AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 16, 2021 (the “Execution Date”) by and between Medica Holding Company, a Minnesota nonprofit corporation (“Medica”) and SSM Health Care Corporation, a Missouri nonprofit corporation (“SSM”).
AMENDMENT NO. 1 TO CONTRIBUTION AND PURCHASE AGREEMENTContribution and Purchase Agreement • June 12th, 2018 • Enterprise Products Partners L P • Natural gas transmission • Delaware
This Amendment No. 1 dated effective as of June 6, 2018 (this “Amendment”) to the Contribution and Purchase Agreement, dated as of October 1, 2014 (the “Agreement”), by and among Enterprise Products Partners L.P., a Delaware limited partnership (“Enterprise”), Oiltanking Holding Americas, Inc., a Delaware corporation (“OTA”), OTB Holdco, LLC, a Delaware limited liability company (“OTB Holdco”), and (for purposes of Section 5.11 thereof) Enterprise Products Holdings LLC, a Delaware limited liability company and the sole general partner of Enterprise (the “Enterprise General Partner”), is hereby adopted by each of Enterprise, OTA (including without limitation as successor-by-merger to OTB Holdco), the Enterprise General Partner, and Marquard & Bahls, AG, an Aktiengesellschaft under the laws of Germany (“M&B”). Capitalized terms used but not otherwise defined herein are used as defined in the Agreement.
CONTRIBUTION AND PURCHASE AGREEMENT by and among AZZ INC. AIS INVESTMENT HOLDINGS LLC and FERNWEH AIS ACQUISITION LP DATED AS OF JUNE 23, 2022Contribution and Purchase Agreement • June 27th, 2022 • Azz Inc • Electric lighting & wiring equipment • Delaware
THIS CONTRIBUTION AND PURCHASE AGREEMENT (this “Agreement”), dated as of June 23, 2022 (the “Execution Date”), is made by and among (i) AZZ Inc., a Texas corporation (“Parent”), (ii) AIS Investment Holdings LLC, a Delaware limited liability company (“NewCo”), and (iii) Fernweh AIS Acquisition LP, a Delaware limited partnership (“Purchaser”). All of the signatories to this Agreement are collectively referred to as the “Parties” and individually as a “Party.”
CONTRIBUTION AND PURCHASE AGREEMENT AMONG USP NORTH TEXAS, INC.Contribution and Purchase Agreement • February 12th, 2001 • United Surgical Partners International Inc • Texas
CONTRIBUTION AND PURCHASE AGREEMENTContribution and Purchase Agreement • November 3rd, 2021 • Summit Hotel Properties, Inc. • Real estate investment trusts • Texas
THIS CONTRIBUTION AND PURCHASE AGREEMENT, executed this 2nd day of November, 2021 (the “Effective Date”), by and among SUMMIT HOTEL OP, LP, a Delaware limited partnership (“Summit OP”) and SUMMIT HOSPITALITY JV, LP, a Delaware limited partnership (the “Venture;” together with Summit OP, individually and collectively, as the context may require, and jointly and severally, “Summit”), on the one hand, and NEWCRESTIMAGE HOLDINGS, LLC, a Delaware limited liability company and NEWCRESTIMAGE HOLDINGS II, LLC, a Delaware limited liability company (individually and collectively, as the context may require, and jointly and severally, together, “Newcrest”); and joined by Escrow Agent (solely for the purposes set forth herein). Summit, parking Newcrest and each Investor (as defined herein) are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”
CONTRIBUTION AND PURCHASE AGREEMENT BY AND AMONG STEADFAST APARTMENT REIT OPERATING PARTNERSHIP, L.P., AS CONTRIBUTEE, STEADFAST APARTMENT REIT, INC. AND STEADFAST REIT INVESTMENTS, LLC, AS CONTRIBUTOR DATED AS OF AUGUST 31, 2020 CONTRIBUTION AND...Contribution and Purchase Agreement • September 3rd, 2020 • Steadfast Apartment REIT, Inc. • Real estate investment trusts • Delaware
CONTRIBUTION AND PURCHASE AGREEMENT BETWEEN SUMMIT MATERIALS, INC., SUMMIT MATERIALS HOLDINGS L.P., SUMMIT MATERIALS HOLDING GP LTD., AND SUMMIT OWNER HOLDCO LLC, AND MISSOURI MATERIALS COMPANY, L.L.C., J & J MIDWEST GROUP, L.L.C., AND THOMAS A. BECK...Contribution and Purchase Agreement • January 9th, 2015 • Summit Materials, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This CONTRIBUTION AND PURCHASE AGREEMENT is dated as of December 18, 2014 (this “Agreement”) and is between Summit Materials, Inc., a Delaware corporation (“IPO Corp”), Summit Materials Holdings L.P., a Delaware limited partnership (“Summit LP”), Summit Materials Holdings GP, Ltd, a Delaware limited partnership and the general partner of Summit LP (“Summit GP”), Summit Owner Holdco LLC, a newly formed Delaware limited liability company (“Summit Holdings”), Missouri Materials Company, L.L.C., J & J Midwest Group, L.L.C., R. Michael Johnson Family Limited Liability Company, Thomas A. Beck Family, LLC (each, a “Minority Holder” and, together, the “Minority Holders”) and Continental Cement Company, L.L.C., a Delaware limited liability company (the “Company”). Capitalized terms used in this Agreement that are not otherwise defined herein will have the meanings given to them in the LLC Agreement referred to below.
CONTRIBUTION AND PURCHASE AGREEMENT BY AND AMONG ALLEN ORGAN COMPANY, MUSICCO, LLC, LANDCO REAL ESTATE, LLC and AOC ACQUISITION, INC. Dated as of April 12, 2006Contribution and Purchase Agreement • April 12th, 2006 • Sycamore Networks Inc • Telephone & telegraph apparatus • Delaware
CONTRIBUTION AND PURCHASE AGREEMENT (this “Agreement”), dated as of April 12, 2006, by and among Allen Organ Company, a Pennsylvania corporation (the “Company”), MusicCo, LLC, a Pennsylvania limited liability company and a wholly-owned subsidiary of the Company (“MusicCo”), LandCo Real Estate, LLC, a Pennsylvania limited liability company and a wholly-owned subsidiary of the Company (“LandCo”) and AOC Acquisition, Inc., a Pennsylvania corporation (“Purchaser”). Capitalized terms used in this Agreement, but not defined herein, shall have the respective meanings assigned to them in the Merger Agreement (as defined herein).
