Split-Off Agreement Sample Contracts

SPLIT-OFF AGREEMENT
Split-Off Agreement • March 6th, 2024 • Aptorum Group LTD • Pharmaceutical preparations • New York

This SPLIT-OFF AGREEMENT, dated as of March 1, 2024 (this “Agreement”), is entered into by and among Aptorum Group Limited, a Cayman Islands exempted company with limited liability (“Seller”), Aptorum Therapeutics Limited, a Cayman Islands exempted company with limited liability (“Split-Off Subsidiary”) and Jurchen Investment Corporation, a British Virgin Islands corporation (“Buyer”). Seller and Buyer are collectively referred to herein as the “Parties” and individually as a “Party”.

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SPLIT-OFF AGREEMENT
Split-Off Agreement • May 8th, 2008 • Kentucky USA Energy, Inc. • Crude petroleum & natural gas • Delaware

This SPLIT-OFF AGREEMENT, dated as of this 2nd day of May, 2008 (this “Agreement”), is entered into by and among Kentucky USA Energy, Inc., formerly known as Las Rocas Mining Corp., a Delaware corporation (“Seller”), Christopher Greenwood (“Greenwood” or “Buyer”), Las Rocas Leaseco Corp., a Delaware corporation (“Leaseco”), and KY USA Energy, Inc., a Kentucky corporation (“KY USA”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • December 22nd, 2020 • Fintech Holdings Inc. • Airports, flying fields & airport terminal services • New York

This SPLIT-OFF AGREEMENT (this “Agreement”) is made as of April 16, 2019, by and among FINTECH ADVISORY INC., a Delaware corporation (the “Splitting Company”), FINTECH ADVISORY ESCINDIDA INC., a Delaware corporation (the “Split-Off Company”), and the sole shareholder of the Splitting Company, DAVID MANUEL MARTINEZ (the “Sole Shareholder”, and together with the Splitting Company and the Split-Off Company, the “Parties”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • May 5th, 2020 • New York

SPLIT-OFF AGREEMENT, dated as of July 12th , 2013 (this "Agreement"), by and among Hygeialand Biomedical Corporation (formerly known as Loreto Resources Corporation and HK International Group Inc.), a Nevada corporation (“Seller”), Luis F. Saenz, the Seller’s sole officer and director (“Buyer”), and Loreto Resources Peru S.R.L. Compania Minera, organized under the laws of Peru (the “Subsidiary”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • January 23rd, 2014 • Ekso Bionics Holdings, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York

This SPLIT-OFF AGREEMENT, dated as of January 15, 2014 (this “Agreement”), is entered into by and among PN MED GROUP, INC. , a Nevada corporation (the “Seller”), PN Med Split Off Corp, a Delaware corporation (“Split-Off Subsidiary”), and PEDRO PEREZ NIKLITSCHEK and MIGUEL MOLINA URRA (each a “Buyer” and, together, the “Buyers”).

EX-10.5 6 dex105.htm SPLIT-OFF AGREEMENT SPLIT-OFF AGREEMENT
Split-Off Agreement • May 5th, 2020 • New York

This SPLIT-OFF AGREEMENT, dated as of October 26, 2010 (this “Agreement”), is entered into by and among InVivo Therapeutics Holding Corp. (f/k/a Design Source, Inc.), a Nevada corporation (“Seller”), DSource Split Corp., a Delaware corporation (“Split-Off Subsidiary”) and Peter Reichard, Peter Coker and Lawrence Reichard (“Buyers”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • October 7th, 2008 • Atlantic Wine Agencies Inc • Blank checks • New York

SPLIT-OFF AGREEMENT, dated as of September 22, 2008 (this “Agreement”), by and among Atlantic Wine Agencies, Inc., a Florida corporation (the “Seller”), Fairhurst Properties S.A. (the “Purchaser”) and Mount Rozier Estates (Pty) Limited and Mount Rozier Properties (Pty) Limited (the “Subsidiaries”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • September 10th, 2008 • 1st Home Buy & Sell Ltd. • Real estate agents & managers (for others) • Nevada

SPLIT-OFF AGREEMENT, dated as of September 5, 2008 (this “Agreement”), with an effective date of August 31, 2008 (the “Effective date”), by and among 1st Home Buy & Sell Ltd., a Nevada corporation (“Seller”), Steve Neil (“Buyer”), Pacific Coast Development Corp., a British Columbia corporation (“PCDC”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • January 22nd, 2010 • Med Control • Measuring & controlling devices, nec • Nevada

SPLIT-OFF AGREEMENT, dated as of December [_], 2009 (this “Agreement”), by and among Med Control, Inc., a Nevada corporation (“Seller” or the “Company”), Ms. Eliane Mayumi Kato (“Buyer”), and MCI Acquisition Corp., a Nevada corporation (“MCI”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • December 26th, 2007 • UFood Restaurant Group, Inc. • Services-motion picture & video tape distribution • Nevada

This SPLIT-OFF AGREEMENT, dated as of this 18th day of December, 2007 (this “Agreement”), is entered into by and among UFood Restaurant Group, Inc., formerly known as UFood Franchise Company, a Nevada corporation (“Seller”), Brent Hahn (“Hahn” or “Buyer”), Axxent Media, Inc., a Nevada corporation (“Media”), and KnowFat Franchise Company, Inc., a Delaware corporation (“KnowFat”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • November 9th, 2016 • Computron, Inc. • Services-business services, nec • Nevada

This SPLIT-OFF AGREEMENT, dated as of November 4, 2016 (this “Agreement”), is entered into by and among Ho Wah Genting Group Limited, a Nevada corporation (the “Buyer”) and David J. Breier (the “Seller”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • November 2nd, 2011 • Mojo Ventures, Inc. • Retail-retail stores, nec • New York

This SPLIT-OFF AGREEMENT, dated as of October 27, 2011 (this “Agreement”), is entered into by and among Mojo Ventures, Inc., a Delaware corporation (“Mojo”), SBSI Acquisition Corp., a Nevada corporation (“SBSI”), Mojo Organics, Inc., a Delaware corporation (“Mojo Sub”), and each of the persons named on Exhibit A attached hereto (“Buyers”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • May 14th, 2007 • Modigene Inc. • Services-mailing, reproduction, commercial art & photography • New York
SPLIT-OFF AGREEMENT
Split-Off Agreement • February 12th, 2016 • Atrinsic, Inc. • Services-business services, nec • New York

This SPLIT-OFF AGREEMENT, dated as of February 12, 2016 (this “Agreement”), is entered into by and among (i) Atrinsic, Inc., a Delaware corporation (the “Seller”), and (ii) Quintel Holdings, Inc. (“Buyer”), a Nevada company.

AMENDMENT NO. 2 TO INITIAL PUBLIC OFFERING AND SPLIT-OFF AGREEMENT
Split-Off Agreement • March 15th, 2004 • Blockbuster Inc • Services-video tape rental

This is Amendment No. 2 (“Amendment”), dated November 17, 2003 to be effective for all purposes as of August 16, 2002 (the “Effective Date”), by and among Viacom Inc., a Delaware corporation (“Viacom”), Viacom International Inc., a Delaware corporation and a wholly owned subsidiary of Viacom (“Viacom International”) and Blockbuster Inc., a Delaware corporation (“Blockbuster”), to that certain Initial Public Offering and Split-Off Agreement entered into by and among Viacom, Viacom International and Blockbuster as of August 16, 1999, as previously amended (the “IPO Agreement”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • April 12th, 2012 • Eastern Resources, Inc. • Services-motion picture & video tape production • New York

This SPLIT-OFF AGREEMENT, dated as of April 6, 2012 (this “Agreement”), is entered into by and among Eastern Resources, Inc., a Delaware corporation (“ESRI”), Buzz Kill, Inc., a New York corporation (“Buzz Kill”), and each of the persons named on Exhibit A attached hereto (“Buyers”).

AMENDMENT NO. 1 TO INITIAL PUBLIC OFFERING AND SPLIT-OFF AGREEMENT
Split-Off Agreement • March 27th, 2003 • Blockbuster Inc • Services-video tape rental

This is Amendment No. 1 (“Amendment”), dated as of March 25, 2003, by and among Viacom Inc., a Delaware corporation (“Viacom”), Viacom International Inc., a Delaware corporation and a wholly owned subsidiary of Viacom (“Viacom International”) and Blockbuster Inc., a Delaware corporation and consolidated subsidiary of Viacom (“Blockbuster”), to that certain Initial Public Offering and Split-Off Agreement entered into by and among Viacom, Viacom International and Blockbuster as of August 16, 1999 (the “IPO Agreement”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • April 6th, 2006 • Foothills Resources Inc • Metal mining • New York

SPLIT-OFF AGREEMENT, dated as of this 6th day of April 2006 (this “Agreement”), by and among Foothills Resources, Inc., a Nevada corporation (“Seller”), J. Earl Terris (“Purchaser”), Foothills Leasco, Inc., a Nevada corporation (“Leasco”), and Brasada California, Inc., a Delaware corporation (“Brasada”).

SPLIT-OFF AGREEMENT
Split-Off Agreement • July 24th, 2009 • Osler Inc. • Metal mining • New York

SPLIT-OFF AGREEMENT, dated as of July 16, 2009 (this “Agreement”), by and among Osler Incorporated, a Nevada corporation (“Seller” or the “Company”), Mr. Greg Chapman (“Buyer”), and Osler Leasco, Inc., a Delaware corporation (“OLI”).

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SPLIT-OFF AGREEMENT
Split-Off Agreement • July 13th, 2007 • Cromwell Uranium Corp. • Metal mining • Nevada

This SPLIT-OFF AGREEMENT, dated as of this 11th day of July, 2007 (this “Agreement”), is entered into by and among Cromwell Uranium Corp., formerly known as Arbutus Resources, Inc., a Nevada corporation (“Seller”), Karen Law (“Law”), Lyle Smith (“Smith”) (Law and Smith sometimes hereinafter referred to individually as a “Buyer” and collectively as the “Buyers”), Arbutus Leaseco, Inc., a Nevada corporation (“Leaseco”), and Cromwell Uranium Holdings, Inc., an Arizona corporation (“Cromwell”).

AMENDMENT NO. 1 TO SPLIT-OFF AGREEMENT
Split-Off Agreement • April 12th, 2013 • Global Casinos Inc • Real estate investment trusts

This AMENDMENT NO. 1 TO SPLIT-OFF AGREEMENT , dated as of June 1, 2012 (this “Amendment”), is entered into effective January 1, 2013 by and among Global Casinos, Inc, a Utah corporation (“Seller” or “Global Casinos”), Global Split-Off, LLC, a Colorado limited liability company (“Split-Off Subsidiary”), and Gemini Gaming, LLC, a Colorado limited liability company (“Buyer”).

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