CONTRIBUTION AND ROLLOVER AGREEMENT BY AND AMONG HM SPRINGBOARD, INC., JOHN EDELMAN, JOHN MCPHEE, AND HERMAN MILLER, INC. ___________________________Contribution and Rollover Agreement • July 31st, 2014 • Miller Herman Inc • Office furniture • Delaware
This CONTRIBUTION AND ROLLOVER AGREEMENT (this “Agreement”) is entered into as of July 17, 2014, by and among HM Springboard, Inc., a Delaware corporation (the “Company”), John Edelman and John McPhee (each such individual, an Executive” and collectively, the “Executives”) and Herman Miller, Inc., a Michigan corporation (“HM”). Each Executive, the Company and HM are sometimes referred to herein as a “Party” and collectively as the “Parties”.
CONTRIBUTION AND ROLLOVER AGREEMENTContribution and Rollover Agreement • August 17th, 2009 • MedPak Holdings, Inc. • General industrial machinery & equipment • Delaware
This CONTRIBUTION AND ROLLOVER AGREEMENT (this “Agreement”), dated as of August 7, 2009, is by and among MedPak Holdings, Inc., a Delaware corporation (“Holdings”), and the Persons listed on Schedule 1 hereto that are parties hereto (each, individually, a “Rollover Shareholder” and, collectively, the “Rollover Shareholders”). Holdings and the Rollover Shareholders are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
July 28, 2014Contribution and Rollover Agreement • July 31st, 2014 • Miller Herman Inc • Office furniture
Reference is made to (i) that certain Contribution and Rollover Agreement by and among HM Springboard, Inc., a Delaware corporation (“Springboard”), John Edelman (“Edelman”), John McPhee (“McPhee”), and Herman Miller, Inc., a Michigan corporation (“HM”) dated July 17, 2014 (the “Contribution and Rollover Agreement”), (ii) that certain Stockholders Agreement by and among Springboard, Edelman, McPhee, and HM dated July 28, 2014 (the “Stockholders Agreement”), (iii) that certain Contribution Agreement between HM and Springboard, dated July 28, 2014 (the “HM Contribution Agreement”), and (iv) that certain Stock Purchase Agreement, dated as of July 17, 2014, by and among HM, Design Within Reach, Inc., a Delaware corporation, Glenhill Capital Advisors LLC, in its capacity as the seller representative, and the sellers named therein (the “Purchase Agreement”). This letter agreement (“Agreement”) is made and entered into to address certain matters which have arisen in connection with the above
CONTRIBUTION AND ROLLOVER AGREEMENT By and among Innovation Technology Group, Inc. and The Stockholders as defined herein Dated as of March 6, 2007Contribution and Rollover Agreement • March 8th, 2007 • Chang Jomei • Services-prepackaged software • Delaware
THIS CONTRIBUTION AND ROLLOVER AGREEMENT is made as of March 6, 2007, by and among Innovation Technology Group, Inc., a Delaware corporation (the “Company”), and each of the persons listed on Schedule A hereto as a Stockholder (collectively, the “Stockholders,” and each individually, a “Stockholder”).
