Contribution Agreement Sample Contracts

Contribution Agreement

A contribution agreement documents the amount of capital each party to the agreement will contribute to a business.  The capital does not have to be cash.  It can also be property such as electronic equipment, vehicles or real estate.

Biolife Solutions – Amendment No. 1 to Contribution Agreement (March 9th, 2018)

This Amendment No.1 to Contribution Agreement (this "Amendment"), effective as of the date of last signature below, hereby amends that certain Contribution Agreement, dated December 31, 2016 (the "Agreement"), between Savsu Technologies, LLC, ("Savsu"), biologistix CCM, LLC, ("JV") and BioLife Solutions, Inc. ("Company"). Terms not defined herein have the meanings ascribed to them in the Agreement.

M I Acquisitions, Inc. – CONTRIBUTION AGREEMENT Dated as of February 26, 2018 by and Between PRIORITY INVESTMENT HOLDINGS, LLC, PRIORITY INCENTIVE EQUITY HOLDINGS, LLC and M I ACQUISITIONS, INC. (March 2nd, 2018)

Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 13 Section 2.01 Purchase and Sale 13 Section 2.02 Consideration 13 Section 2.03 Closing 13 Section 2.04 Pre-Closing Deliveries 14 Section 2.05 Closing Deliveries and Payments by Buyer 14 Section 2.06 Closing Deliveries by Sellers 15 Section 2.07 Board of Directors 15 ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLERS 15 Section 3.01 Organization and Good Standing 16 Section 3.02 Authorization; Validity of Agreements 16 Section 3.03 Consents and Approvals; No Violations 16 Section 3.04 Capita

Contribution Agreement (January 17th, 2018)

THIS CONTRIBUTION AGREEMENT (the "Agreement") is entered into and effective as of January 11, 2018 (the "Effective Date"), by and among LD Acquisition Company 13 LLC, a Delaware limited liability company ("LD 13"), Landmark Dividend Growth Fund - H LLC, a Delaware limited liability company ("Fund H" (LD 13 and Fund H each a "Seller" and collectively the "Sellers")), Landmark Infrastructure Partners LP (the "Partnership") and solely with respect to Article 9, Landmark Dividend LLC, a Delaware limited liability company (the "Sponsor"). LD 13, Fund H, Sponsor and the Partnership may be singularly referred to as a "Party" and collectively referred to as the "Parties."

Energy Transfer Equity – CONTRIBUTION AGREEMENT BY AND AMONG ENERGY TRANSFER PARTNERS, L.P., ENERGY TRANSFER PARTNERS GP, L.P. AND ETC COMPRESSION, LLC, AS CONTRIBUTOR PARTIES, AND USA COMPRESSION PARTNERS, LP, AS ACQUIROR, AND SOLELY FOR PURPOSES OF SECTION 5.18(b), SECTION 10.1 AND SECTION 10.5, ENERGY TRANSFER EQUITY, L.P. (January 16th, 2018)

This CONTRIBUTION AGREEMENT (this Agreement) dated as of January 15, 2018 (the Execution Date), is entered into by and among Energy Transfer Partners, L.P., a Delaware limited partnership (ETP), Energy Transfer Partners GP, L.P., a Delaware limited partnership and the general partner of ETP (ETP GP), ETC Compression, LLC, a Delaware limited liability company (Contributor), and USA Compression Partners, LP, a Delaware limited partnership (Acquiror), and, solely for purposes of Section 5.18(b), Section 10.1 and Section 10.5, Energy Transfer Equity, L.P., a Delaware limited partnership and indirect owner of ETP GP (ETE). ETP, ETP GP and Contributor are sometimes referred to individually in this Agreement as a Contributor Party and are sometimes collectively referred to in this Agreement as the Contributor Parties.

Sunoco Logistics Partners Lp – CONTRIBUTION AGREEMENT BY AND AMONG ENERGY TRANSFER PARTNERS, L.P., ENERGY TRANSFER PARTNERS GP, L.P. AND ETC COMPRESSION, LLC, AS CONTRIBUTOR PARTIES, AND USA COMPRESSION PARTNERS, LP, AS ACQUIROR, AND SOLELY FOR PURPOSES OF SECTION 5.18(b), SECTION 10.1 AND SECTION 10.5, ENERGY TRANSFER EQUITY, L.P. (January 16th, 2018)

This CONTRIBUTION AGREEMENT (this Agreement) dated as of January 15, 2018 (the Execution Date), is entered into by and among Energy Transfer Partners, L.P., a Delaware limited partnership (ETP), Energy Transfer Partners GP, L.P., a Delaware limited partnership and the general partner of ETP (ETP GP), ETC Compression, LLC, a Delaware limited liability company (Contributor), and USA Compression Partners, LP, a Delaware limited partnership (Acquiror), and, solely for purposes of Section 5.18(b), Section 10.1 and Section 10.5, Energy Transfer Equity, L.P., a Delaware limited partnership and indirect owner of ETP GP (ETE). ETP, ETP GP and Contributor are sometimes referred to individually in this Agreement as a Contributor Party and are sometimes collectively referred to in this Agreement as the Contributor Parties.

USA Compression Partners Lp – CONTRIBUTION AGREEMENT BY AND AMONG ENERGY TRANSFER PARTNERS, L.P., ENERGY TRANSFER PARTNERS GP, L.P. AND ETC COMPRESSION, LLC, AS CONTRIBUTOR PARTIES, AND USA COMPRESSION PARTNERS, LP, AS ACQUIROR, AND SOLELY FOR PURPOSES OF SECTION 5.18(b), SECTION 10.1 AND SECTION 10.5, ENERGY TRANSFER EQUITY, L.P. (January 16th, 2018)

This CONTRIBUTION AGREEMENT (this Agreement) dated as of January 15, 2018 (the Execution Date), is entered into by and among Energy Transfer Partners, L.P., a Delaware limited partnership (ETP), Energy Transfer Partners GP, L.P., a Delaware limited partnership and the general partner of ETP (ETP GP), ETC Compression, LLC, a Delaware limited liability company (Contributor), and USA Compression Partners, LP, a Delaware limited partnership (Acquiror), and, solely for purposes of Section 5.18(b), Section 10.1 and Section 10.5, Energy Transfer Equity, L.P., a Delaware limited partnership and indirect owner of ETP GP (ETE). ETP, ETP GP and Contributor are sometimes referred to individually in this Agreement as a Contributor Party and are sometimes collectively referred to in this Agreement as the Contributor Parties.

Monopar Therapeutics – Contribution Agreement (351) (December 20th, 2017)

This Contribution Agreement (this "Agreement") is entered into as of August 25, 2017 (the "Effective Date"), among TacticGem LLC, a Delaware limited liability company (the "Company"), Monopar Therapeutics Inc., a Delaware corporation ("Monopar"), Gem Pharmaceuticals, LLC, an Alabama limited liability company ("Gem") and Tactic Pharma, LLC, an Illinois limited liability company ("Tactic", and collectively with Gem, the owners of 100% of the issued and outstanding limited liability company interests of the Company). The Company, Monopar, Tactic, and Gem are sometimes hereinafter referred to collectively as the "Parties", and each individually as a "Party".

Contribution Agreement (December 19th, 2017)
One Stop Systems Inc – CONTRIBUTION AGREEMENT Among SKYSCALE, LLC, a California Limited Liability Company and THE JOINT VENTURE PARTIES NAMED HEREIN Dated as of April 11, 2017 (December 18th, 2017)

This Contribution Agreement (Agreement), dated as of April 11, 2017, is entered into among SkyScale, LLC, a California limited liability company (SkyScale), One Stop Systems, Inc., a California corporation (One Stop), and Jacoma Investments, LLC, a California limited liability company (Jacoma). Jacoma and One Stop may individually be referred to herein as a SkyScale Party or collectively, the SkyScale Parties.

Contribution Agreement (December 7th, 2017)

This CONTRIBUTION AGREEMENT, dated as of December 1, 2017 (the "Agreement"), is made between CREDIT ACCEPTANCE CORPORATION, a Michigan corporation ("CAC"), and CAC WAREHOUSE FUNDING LLC VII, a Delaware limited liability company ("Funding").

Fat Brands, Inc – Contribution Agreement (December 4th, 2017)

THIS CONTRIBUTION AGREEMENT (this "Agreement") is entered into on October 20, 2017 (the "Effective Date"), by and between Fog Cutter Capital Group Inc., a Maryland corporation ("FCCG"), Fog Cap Development LLC, an Oregon limited liability company ("Fog Cap"), and FAT Brands Inc., a Delaware corporation and wholly owned subsidiary of FCCG ("FAT").

Investview Inc – Product Contribution Agreement (November 21st, 2017)

This PRODUCT CONTRIBUTION AGREEMENT ("Agreement") is made effective as of October 31st, 2017 (the "Effective Date"), and is entered into by and between WestMyn Technology Services, Inc., a Delaware corporation ("WESTMYN") and Investview, Inc., a Nevada corporation (the "Company"). WESTMYN and the Company may individually be referred to as a "Party" or collectively as the "Parties."

Investview Inc – Product Contribution Agreement (November 15th, 2017)

This PRODUCT CONTRIBUTION AGREEMENT ("Agreement") is made effective as of October 31st, 2017 (the "Effective Date"), and is entered into by and between WestMyn Technology Services, Inc., a Delaware corporation ("WESTMYN") and Investview, Inc., a Nevada corporation (the "Company"). WESTMYN and the Company may individually be referred to as a "Party" or collectively as the "Parties."

Investview Inc – Product Contribution Agreement (November 15th, 2017)

This PRODUCT CONTRIBUTION AGREEMENT ("Agreement") is made effective as of October 31st, 2017 (the "Effective Date"), and is entered into by and between Priam Technologies, Inc., a Seychelles International Business Company ("Priam") and Investview, Inc., a Nevada corporation (the "Company"). PRIAM and the Company may individually be referred to as a "Party" or collectively as the "Parties."

Sorrento Therapeutics, Inc. – Contribution Agreement (November 9th, 2017)

THIS AMENDMENT NO. 2 TO CONTRIBUTION AGREEMENT (this "Amendment") is made as of August 10, 2017 by and between Celularity Inc., a Delaware corporation (the "Celularity"), and TNK Therapeutics, Inc., a Delaware corporation ("TNK").

One Stop Systems Inc – CONTRIBUTION AGREEMENT Among SKYSCALE, LLC, a California Limited Liability Company and THE JOINT VENTURE PARTIES NAMED HEREIN Dated as of April 11, 2017 (November 9th, 2017)

This Contribution Agreement (Agreement), dated as of April 11, 2017, is entered into among SkyScale, LLC, a California limited liability company (SkyScale), One Stop Systems, Inc., a California corporation (One Stop), and Jacoma Investments, LLC, a California limited liability company (Jacoma). Jacoma and One Stop may individually be referred to herein as a SkyScale Party or collectively, the SkyScale Parties.

Monopar Therapeutics – Contribution Agreement (351) (November 9th, 2017)

This Contribution Agreement (this "Agreement") is entered into as of August 25, 2017 (the "Effective Date"), among TacticGem LLC, a Delaware limited liability company (the "Company"), Monopar Therapeutics Inc., a Delaware corporation ("Monopar"), Gem Pharmaceuticals, LLC, an Alabama limited liability company ("Gem") and Tactic Pharma, LLC, an Illinois limited liability company ("Tactic", and collectively with Gem, the owners of 100% of the issued and outstanding limited liability company interests of the Company). The Company, Monopar, Tactic, and Gem are sometimes hereinafter referred to collectively as the "Parties", and each individually as a "Party".

Valero Energy Partners Lp – CONTRIBUTION AGREEMENT (Port Arthur) by and Between VALERO TERMINALING AND DISTRIBUTION COMPANY, and VALERO ENERGY PARTNERS LP November 1, 2017 (November 2nd, 2017)

THIS CONTRIBUTION AGREEMENT (this "Agreement"), is entered into on November 1, 2017, by and between Valero Terminaling and Distribution Company, a Delaware corporation ("VTDC"), and Valero Energy Partners LP, a Delaware limited partnership (the "Partnership"). The above-named entities are sometimes referred to in this Agreement each as a "Party" and collectively as the "Parties."

Clean Energy Fuels – Contribution Agreement (November 2nd, 2017)

THIS CONTRIBUTION AGREEMENT ("Agreement") is dated as of July 14, 2017, by and between CLEAN ENERGY, a California corporation ("Member"), and NG ADVANTAGE LLC, a Delaware limited liability company ("Company").

American Midstreampartners Lp – Contribution Agreement Dated as of October 31, 2017 by and Among Southcross Holdings Lp, American Midstream Partners, Lp, and American Midstream Gp, Llc (November 1st, 2017)

This CONTRIBUTION AGREEMENT (this Agreement), dated as of October 31, 2017 (the Execution Date), is by and among Southcross Holdings LP, a Delaware limited partnership (Holdings LP), American Midstream Partners, LP, a Delaware limited partnership (AMID), and American Midstream GP, LLC, a Delaware limited liability company and the general partner of AMID (AMID GP and, together with AMID, the AMID Entities).

Workspace Property Trust – Contribution Agreement (November 1st, 2017)

THIS CONTRIBUTION AGREEMENT (the Agreement), dated as of November , 2017 (the Effective Date), is made and entered into by and among WORKSPACE PROPERTY TRUST, L.P., a Delaware limited partnership (the Partnership), and the partners of Workspace Property Management, L.P., a Delaware limited partnership (WPM), listed on Exhibit A attached hereto (each a Contributor and collectively, the Contributors).

THIS AMENDMENT NO. 1 (The Amendment) TO ROWAN ASSET TRANSFER AND CONTRIBUTION AGREEMENT Is Made on 17 October 2017 BETWEEN (October 19th, 2017)
THIS AMENDMENT NO. 1 (The Amendment) TO SAUDI ARAMCO ASSET TRANSFER AND CONTRIBUTION AGREEMENT Is Made on 17 October 2017 BETWEEN (October 19th, 2017)
Contribution Agreement (October 13th, 2017)

This CONTRIBUTION AGREEMENT, dated as of October 6, 2017 (this Agreement), is entered into by and between Hamlet Holdings LLC, a Delaware limited liability company (Contributor), and Caesars Entertainment Corporation, a Delaware corporation (CEC and, together with Contributor, each a Party and collectively, the Parties). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Reviv3 Procare Co – Reviv3 Procare Contribution Agreement (October 6th, 2017)

This Contribution Agreement ("Agreement"), dated as of June 1, 2015, is made by and between REVIV3 PROCARE, LLC, a Delaware limited liability company ("Transferor"), and REVIV3 PROCARE COMPANY, a Delaware corporation ("Transferee").

CONTRIBUTION AGREEMENT by and Between IAC/INTERACTIVECORP and ANGI HOMESERVICES INC. Dated as of September 29, 2017 (October 2nd, 2017)

This Contribution Agreement, dated as of September 29, 2017 (this Agreement), is entered into by and between IAC/InterActiveCorp, a Delaware corporation (IAC), and ANGI Homeservices Inc, a Delaware corporation and wholly owned Subsidiary of IAC (NewCo and, together with IAC, the Parties and each a Party).

ANGI Homeservices Inc. – CONTRIBUTION AGREEMENT by and Between IAC/INTERACTIVECORP and ANGI HOMESERVICES INC. Dated as of September 29, 2017 (October 2nd, 2017)

This Contribution Agreement, dated as of September 29, 2017 (this Agreement), is entered into by and between IAC/InterActiveCorp, a Delaware corporation (IAC), and ANGI Homeservices Inc, a Delaware corporation and wholly owned Subsidiary of IAC (NewCo and, together with IAC, the Parties and each a Party).

National Vision Holdings, Inc. – Contribution Agreement (September 29th, 2017)

This Contribution Agreement, dated as of March 13, 2014 (this "Agreement") is entered into by and among Nautilus Parent, Inc., a Delaware corporation (the "Company") and the individual named in the signature page hereto (the "Management Stockholder"). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Merger Agreement (as defined below).

Oasis Midstream Partners LP – Contribution Agreement by and Among Oasis Petroleum Llc Oms Holdings Llc Oasis Midstream Services Llc Omp Gp Llc Oasis Midstream Partners Lp and Omp Operating Llc Dated as of September 25, 2017 (September 29th, 2017)

This Contribution Agreement, dated as of September 25, 2017 (this Agreement), is entered into by and among Oasis Petroleum LLC, a Delaware limited liability company (Oasis LLC), OMS Holdings LLC, a Delaware limited liability company (OMS Holdings), Oasis Midstream Services LLC, a Delaware limited liability company (OMS), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (as defined below) (the General Partner), Oasis Midstream Partners LP, a Delaware limited partnership (the Partnership) and OMP Operating LLC, a Delaware limited liability company (OMP Operating). The above named entities are sometimes referred to herein as a Party and collectively as the Parties.

Contribution Agreement by and Among Oasis Petroleum Llc Oms Holdings Llc Oasis Midstream Services Llc Omp Gp Llc Oasis Midstream Partners Lp and Omp Operating Llc Dated as of September 25, 2017 (September 29th, 2017)

This Contribution Agreement, dated as of September 25, 2017 (this Agreement), is entered into by and among Oasis Petroleum LLC, a Delaware limited liability company (Oasis LLC), OMS Holdings LLC, a Delaware limited liability company (OMS Holdings), Oasis Midstream Services LLC, a Delaware limited liability company (OMS), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (as defined below) (the General Partner), Oasis Midstream Partners LP, a Delaware limited partnership (the Partnership) and OMP Operating LLC, a Delaware limited liability company (OMP Operating). The above named entities are sometimes referred to herein as a Party and collectively as the Parties.

NCS Multistage Holdings, Inc. – Contribution Agreement (September 1st, 2017)

This Contribution Agreement (this "Agreement"), dated as of August 31, 2017, is made by and among NCS Multistage Holdings, Inc., a Delaware corporation ("Pioneer Parent"), each of the members of Spectrum Tracer Services, LLC, an Oklahoma limited liability company (the "Company"), executing this Agreement as of the date of this Agreement and listed on Exhibit B attached hereto (each of whom is herein referred to as a "Rollover Company Member" and all of whom are collectively referred to as the "Rollover Company Members" collectively with Pioneer Parent, the "Parties"), and solely for the purposes of Article VI and Section 7.05, Steve. A. Faurot and Glenn Brown.

Synthesis Energy Systems, Inc. – Technology Usage and Contribution Agreement (August 24th, 2017)

THIS TECHNOLOGY USAGE AND CONTRIBUTION AGREEMENT (this "Agreement") is made by and among SES Asia Technologies Limited ("SESHK"), Suzhou Thvow Technology Co., Ltd. ("THVOW") and Innovative Coal Chemical Design Institute (Shanghai) Co., Ltd. ("ICCDI") in relation to the restructuring of Jiangsu Tianwo-SES Clean Energy Technologies Co., Ltd. (the "Company"). SESHK, THVOW and ICCDI are each herein referred to as a "Party" and collectively as the "Parties."

Silver Run Acquisition Corp II – CONTRIBUTION AGREEMENT by and Among HIGH MESA HOLDINGS, LP HIGH MESA HOLDINGS GP, LLC, ALTA MESA HOLDINGS, LP, ALTA MESA HOLDINGS GP, LLC, SILVER RUN ACQUISITION CORPORATION II, Solely for Purposes of Section 6.7, Section 10.3 and Section 11.13, the Contributor Owners Party Hereto, And, Also for Purposes of Section 6.6(j), Michael E. Ellis Dated as of August 16, 2017 (August 17th, 2017)

This Contribution Agreement dated as of August 16, 2017 (this Agreement) is made and entered into by and among High Mesa Holdings, L.P., a Delaware limited partnership (the Contributor), High Mesa Holdings GP, LLC., a Texas limited liability company (GP Holdings), Alta Mesa Holdings, LP, a Texas limited partnership (Alta Mesa), Alta Mesa Holdings GP, LLC, a Texas limited liability company and general partner of Alta Mesa (Alta Mesa GP and, collectively with Alta Mesa, the Alta Mesa Parties), Silver Run Acquisition Corporation II, a Delaware corporation (Buyer), solely for purposes of Section 6.7, Section 10.3 and Section 11.13, the Contributor Owners (as defined herein) and also for purposes of Section 6.6(j), Michael E. Ellis, an individual residing in the State of Texas (Ellis). Each of the parties to this Agreement is sometimes referred to individually in this Agreement as a Party, and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as

Silver Run Acquisition Corp II – CONTRIBUTION AGREEMENT by and Between RIVERSTONE VI ALTA MESA HOLDINGS, L.P. And SILVER RUN ACQUISITION CORPORATION II Dated as of August 16, 2017 (August 17th, 2017)

This Contribution Agreement dated as of August 16, 2017 (this Agreement) is made and entered into by and between Riverstone VI Alta Mesa Holdings, L.P., a Delaware limited partnership (Contributor), and Silver Run Acquisition Corporation II, a Delaware corporation (Buyer). Each of Contributor and Buyer is sometimes referred to individually in this Agreement as a Party and collectively in this Agreement as the Parties.

Silver Run Acquisition Corp II – CONTRIBUTION AGREEMENT by and Among KFM HOLDCO, LLC, KINGFISHER MIDSTREAM, LLC SILVER RUN ACQUISITION CORPORATION II And, Solely for Purposes of Sections 10.9 and 11.13, the Contributor Members Party Hereto Dated as of August 16, 2017 (August 17th, 2017)

This Contribution Agreement dated as of August 16, 2017 (this Agreement) is made and entered into by and among KFM Holdco, LLC, a Delaware limited liability company (Contributor), Kingfisher Midstream, LLC, a Delaware limited liability company (the Company), Silver Run Acquisition Corporation II, a Delaware corporation (Buyer), and, solely for purposes of Sections 10.9 and 11.13, the Contributor Members (as defined below). Each of the parties to this Agreement is sometimes referred to individually in this Agreement as a Party, and all of the parties to this Agreement are sometimes collectively referred to in this Agreement as the Parties.