EXHIBIT 2.1 FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and between U.S. BANCORP and PIPER JAFFRAY COMPANIES Dated as of ________ __, 2003 TABLE OF CONTENTSSeparation and Distribution Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • Delaware
Exhibit 10.6 FORM OF SUBORDINATED LOAN AGREEMENT - CASH THIS AGREEMENT is entered into this _____ day of ___________________ 2003, between USB Holdings, Inc. (the "Lender") and U.S. Bancorp Piper Jaffray Inc., (the "Organization"). 1. GENERAL Subject...Subordinated Loan Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • New York
and MELLON INVESTOR SERVICES LLC Form of Rights Agreement Dated as of [ ], 2003 TABLE OF CONTENTSAgreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • New York
EXHIBIT 10.2 FORM OF TAX SHARING AGREEMENT This TAX SHARING AGREEMENT (this "AGREEMENT"), is entered into as of [______], by and between U.S. Bancorp, a Delaware corporation ("PARENT"), and Piper Jaffray Companies, a Delaware corporation and an...Form of Tax Sharing Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice
RECITALSSublease Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice
OFFICE LEASE dated MARCH 3, 1998, between RYAN 800, LLC, as Landlord,Storage Space Lease Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • Minnesota
-i- 5.1.1 Landlord's Obligations......................................................21 5.1.2 Tenant's Remedies...........................................................21 5.1.3 LaSalle Passageway..........................................................24 5.2 Construction of Leasehold Improvements..............................................25 5.2.1 Tenant Work.................................................................25 5.2.2 Occupancy Before Commencement Date..........................................26 6. Base Rental................................................................................26 6.1 Amounts.............................................................................26 6.1.1 Initial Term................................................................26 6.1.2 Extension Term..............................................................27 6.1.3 Retail Premises.............................................................27 6.1.4 Expansion Space................
Exhibit 10.1 FORM OF EMPLOYEE BENEFITS AGREEMENT BY AND BETWEEN U.S. BANCORP AND PIPER JAFFRAY COMPANIES INC. DATED AS OF [ ], 2003 TABLE OF CONTENTSEmployee Benefits Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • Delaware
Exhibit 10.3 FORM OF INSURANCE MATTERS AGREEMENT by and between U.S. Bancorp and Piper Jaffray Corporation Dated as of _________, 2003 This INSURANCE MATTERS AGREEMENT, dated as of [ ], 2003, by and between U.S. Bancorp, a Delaware corporation...Insurance Matters Agreement • October 23rd, 2003 • Piper Jaffray Companies • Investment advice • Delaware
