NISKA GAS STORAGE PARTNERS LLC 17,500,000 Common Units Representing Limited Liability Company Interests UNDERWRITING AGREEMENTUnderwriting Agreement • May 12th, 2010 • Niska Gas Storage Partners LLC • Natural gas transmission • New York
in connection with the offering and no other use or distribution of this opinion letter may be made without such counsel’s prior written consent.
CONTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENTContribution, Assignment and Assumption Agreement • May 12th, 2010 • Niska Gas Storage Partners LLC • Natural gas transmission • Delaware
This CONTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of May 7, 2010 is made by and among Niska GS Holdings US, L.P., a Delaware limited partnership (“Niska US”), Niska Gas Storage Partners LLC, a Delaware limited liability company (the “Company”), Niska Partners Coöperatief U.A., a coöperatief formed in the Netherlands (“DutchCo”), Niska II Holdings, L.P., a Delaware limited partnership (“Niska II Holdings”), Niska HoldCo ULC, an Alberta unlimited liability corporation (“Holdco”), Niska GP ULC, an Alberta unlimited liability corporation (“GP ULC”), Niska II GP LLC, a Delaware limited liability company (“GP Canada LLC”), Niska Gas Storage Canada GP, LLC, a Delaware limited liability company (“Gas Storage Canada GP”), Niska GS Holdings II, L.P., a Delaware limited partnership (“Niska II”), Niska GS Holdings I, L.P, a Delaware limited partnership (“Niska I”), Niska Sponsor Holdings Coöperatief U.A., a coöperatief formed in the Netherlands (“Sponsor Holdings”
