EXHIBIT 2.1 FORM OF CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this "Agreement") is made and entered into as of February [ ], 2005 by and between [NAME OF CONTRIBUTOR], a [TYPE OF ENTITY] (the "Contributor"), and Valor Communications Group,...Form of Contribution Agreement • February 3rd, 2005 • Valor Communications Group Inc • Telephone communications (no radiotelephone) • Delaware
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • August 26th, 2013 • Premier, Inc. • Services-management services • California
This CONTRIBUTION AGREEMENT (this “Agreement”) is effective immediately prior to the closing of the initial public offering of a newly formed Delaware corporation named “Premier, Inc.” (the “Public Company”) (the “Effective Date”), and is made by and between (“Stockholder”) and Premier Purchasing Partners, L.P. (“Premier LP”), with respect to the shares of common stock of Premier, Inc., an existing Delaware corporation (“Premier, Inc.”), owned by Stockholder. Premier, Inc. and Premier LP are collectively referred to in this Agreement as “Premier.”
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • July 23rd, 2024 • Captivision Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of [●], 2024, between Captivision Inc., a Cayman Islands exempted company (the “Company”), Captivision Korea Inc. (f/k/a GLAAM Co., Ltd.), a corporation (chusik hoesa) organized under the laws of the Republic of Korea (“Captivision Korea”) and [●] (the “Contributor”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 4 hereof.
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • August 14th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
This CONTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of __________, 2023, by and between Falcon’s Beyond Global, Inc., a Delaware corporation (“Pubco”) and Falcon’s Beyond Global, LLC, a Delaware limited liability company and a subsidiary of Pubco (the “Company”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • February 1st, 2007 • Quadra Realty Trust, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT (this “Agreement”), dated as of February [__], 2007, is by and between Hypo Real Estate Capital Corporation, a Delaware corporation (“Hypo”) and Quadra Realty Trust, Inc., a Maryland corporation (“Quadra Realty”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • January 15th, 2008 • Turner Investments, Inc. • Investment advice • Pennsylvania
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of , 2008, by and between Turner Investment Management LLC, a Maryland limited liability company (“TIM”) and Turner Investment Partners, LLC, a Pennsylvania limited liability company (“LLC”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • May 12th, 2023 • BGO Industrial Real Estate Income Trust, Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of [●], 2023 (the “Effective Date”), by and among Sun Life (U.S.) HoldCo 2020, Inc., a Delaware corporation (“Sun Life”), BGO Genesis Holding LLC, a Delaware limited liability company (the “Company”), BGO Industrial Real Estate Income Trust, Inc. (formerly BentallGreenOak Industrial Real Estate Income Trust, Inc., a Maryland corporation (the “REIT”), and BGO IREIT Operating Partnership LP, a Delaware limited partnership (the “Operating Partnership” and, together with the REIT, the “Investor”).
EXHIBIT B FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • June 5th, 2023 • Odyssey Marine Exploration Inc • Water transportation • New York
This Contribution Agreement (this “Agreement”), dated as of June ___, 2023 (the “Effective Date”), is made by and between Odyssey Marine Exploration, Inc., a Nevada registered corporation (“OMEX”), Odyssey Minerals Cayman Limited, a Cayman Islands company (the “Purchaser”), and Ocean Minerals, LLC, a Cayman Islands limited liability company (“OML” and together with OMEX, the “Parties”, and each a “Party”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • October 9th, 2015 • NorthStar Realty Europe Corp. • Real estate investment trusts • New York
CONTRIBUTION AGREEMENT (this “Agreement”), dated as of __________, 2015, by and between NorthStar Realty Europe Corp., a Maryland corporation (“NRE”), and NorthStar Realty Finance Corp., a Maryland corporation (“NRE”).
FORM OF CONTRIBUTION AGREEMENT VIA EXCLUSIVE TERRITORIAL LICENSING BY AND BETWEEN CQENS TECHNOLOGIES INC. AND LEAP TECHNOLOGY LLC (Re: IP Assets)Form of Contribution Agreement • July 29th, 2020 • CQENS Technologies Inc. • Pharmaceutical preparations • Delaware
THIS CONTRIBUTION AGREEMENT, dated as of July 24, 2020 (this “Agreement”), is entered into by and between CQENS Technologies Inc., a Delaware corporation (“CQENS”), and Leap Technology LLC, a Delaware limited liability company (“LEAP”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • July 17th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Contribution Agreement (the “Agreement”) is made this ___day of ___, 2007, by and among (i) lululemon athletica inc., a Delaware corporation (the “Company”), (ii) Slinky Financial ULC, an Alberta unlimited company (“Slinky Financial”), (iv) each of the persons listed under the heading “Advent Holders” on the signature pages hereto (the “Advent Holders”), (v) each of the persons listed under the heading “Highland Holders” on the signature pages hereto (the “Highland Holders”), and (vi) each of the persons listed under the heading “Brooke Holders” on the signature pages hereto (the “Brooke Holders”, and together with Slinky Financial, the Advent Holders and the Highland Holders, the “Holders”). Capitalized terms used, but not otherwise defined herein, shall have the meaning set forth in the Underwriting Agreement (as defined below in the Background section of this Agreement).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • June 7th, 2023 • BGO Industrial Real Estate Income Trust, Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of June [•], 2023 (the “Effective Date”), by and among Sun Life (U.S.) HoldCo 2020, Inc., a Delaware corporation (“Sun Life”), BGO Genesis Holding LLC, a Delaware limited liability company (the “Company”), BGO Industrial Real Estate Income Trust, Inc. (formerly BentallGreenOak Industrial Real Estate Income Trust, Inc.), a Maryland corporation (the “REIT”), and BGO IREIT Operating Partnership LP, a Delaware limited partnership (the “Operating Partnership” and, together with the REIT, the “Investor”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • June 20th, 2007 • Hoehn Saric Ruldolf Christopher • Services-educational services • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of June __, 2007, by and between __________ (the “Member”), and Edge Acquisition, LLC, a Delaware limited liability company (the “Company”).
RECITALSForm of Contribution Agreement • April 15th, 1997 • Long Beach Financial Corp • Mortgage bankers & loan correspondents • California
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • May 17th, 2002 • Pacific Energy Partners Lp • Crude petroleum & natural gas • Delaware
This Contribution Agreement (this "Agreement") dated effective as of 12:01 a.m. Eastern Standard Time on , 2002 (the "Effective Time"), is entered into by and among PPS HOLDING COMPANY, a Delaware corporation ("Holding"), PACIFIC ENERGY GP, INC., a Delaware corporation ("GP Inc."), THE ANSCHUTZ CORPORATION, a Kansas corporation ("TAC"), PACIFIC ENERGY PARTNERS, L.P., a Delaware limited partnership (the "MLP"), ANSCHUTZ RANCH EAST PIPELINE LLC, a Delaware limited liability company ("Ranch LLC"), and PACIFIC TERMINALS LLC, a Delaware limited liability company ("Terminals").
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • December 3rd, 2012 • Western Gas Equity Partners, LP • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of , 2012 (the “Effective Date”), by and among Anadarko Petroleum Corporation (“Anadarko”), Western Gas Resources, Inc. (“WGR”), Western Gas Equity Partners, LP (“WGEP”), and Western Gas Holdings, LLC (“WGH”). Capitalized terms used herein and not otherwise defined have the respective meanings provided therefor in the MOU (as defined below).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • July 24th, 2015 • MSG Spinco, Inc. • Services-miscellaneous amusement & recreation • New York
CONTRIBUTION AGREEMENT (this “Agreement”), dated as of [ ], 2015, by and among THE MADISON SQUARE GARDEN COMPANY, a Delaware corporation (“MSG Networks”) (to be renamed MSG Networks Inc. after the Effective Time), MSG HOLDINGS L.P., a Delaware limited partnership and an indirect wholly-owned subsidiary of MSG Networks (“MSG Holdings”), and MSG Spinco, Inc., a Delaware corporation (“Spinco”) (to be renamed The Madison Square Garden Company after the Effective Time).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • November 15th, 2019 • Odyssey Semiconductor Technologies, Inc. • New York
This Contribution Agreement (the “Agreement”) is made as of June 17, 2019, by and among Odyssey Semiconductor, Inc., a Delaware corporation (“Odyssey”), and Richard J. Brown and James R. Shealy (collectively, the “Transferors”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.”
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • January 15th, 2008 • Turner Investments, Inc. • Investment advice • Pennsylvania
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of , 2008 by and between Turner Investment Partners, Inc., a Pennsylvania corporation (“TIP”), and Turner Investment Partners, LLC, a Pennsylvania limited liability company (“OpCo”).
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • June 20th, 2007 • Hoehn Saric Ruldolf Christopher • Services-educational services • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of June __, 2007, by and between __________ (the “Member”), and Restructure Holdings, LLC, a Delaware limited liability company (the “Company”).
