Exchange Agreement Sample Contracts

Exchange Agreement

An exchange agreement defines the terms and conditions related to the transfer of interest in property from  one party to another.  Exchange agreements are typically used with the exchange of interest in negotiable instruments such as a check, promissory note, or certificate of deposit.

Digital Power Corporation – Exchange Agreement (December 7th, 2018)

This EXCHANGE AGREEMENT (this "Agreement"), is dated as of February __, 2018, by and between DPW Holdings, Inc., a Delaware corporation (the "Company"), and Divine Capital Markets, LLC (the "Divine").

Endonovo Therapeutics, Inc. – Exchange Agreement (December 7th, 2018)

THIS EXCHANGE AGREEMENT (the "Agreement") is as of November 30, 2018, by and among Endonovo Therapeutics, Inc. a Delaware corporation (the "Company"), and Eagle Equities, LLC (the "Holder").

GasLog Partners LP – Exchange Agreement (November 27th, 2018)

THIS EXCHANGE AGREEMENT (this Agreement), dated as of November 27, 2018, is entered into by and among GasLog Partners LP, a limited partnership organized under the laws of the Republic of the Marshall Islands (the Partnership), GasLog Partners GP LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands (the General Partner), and GasLog Ltd., a Bermuda exempted company (GasLog).

Warrant Exercise and Exchange Agreement (November 26th, 2018)

This Warrant Exercise and Exchange Agreement (this "Agreement"), dated as of November __, 2018, is by and between DelMar Pharmaceuticals, Inc. (the "Company"), and the undersigned holder (the "Holder") of warrants to purchase shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), issued by the Company, which warrant is exercisable until September 22, 2022 at an exercise price (the "Exercise Price") of $1.25 per share (the "Warrant").

Arcimoto Inc – Exchange Agreement (November 21st, 2018)

THIS EXCHANGE AGREEMENT (this "Agreement") is entered into as of the 15th day of November, 2018 between Arcimoto, Inc., an Oregon corporation (the "Company"), and Mark D. Frohnmayer (the "Shareholder").

Bright Mountain Acquisition Corp – Exchange Agreement (November 13th, 2018)

THIS EXCHANGE AGREEMENT ("Agreement") is made and entered into this 7th day of November, 2018, by and between Bright Mountain Media, Inc., a Florida corporation with its principal place of business located at 6400 Congress Avenue, Suite 2050, Boca Raton, FL 33487 ("Bright Mountain"), and W. Kip Speyer, an individual with his principal place of business located at 6400 Congress Avenue, Suite 2050, Boca Raton, FL 33487 (the "Noteholder").

EVO Payments, Inc. – Amendment Number One to Exchange Agreement (November 8th, 2018)

AMENDMENT NUMBER ONE TO EXCHANGE AGREEMENT (this "Amendment"), dated as of November 5, 2018, by and among EVO Investco, LLC, a Delaware limited liability company (the "Company"), EVO Payments, Inc., a Delaware corporation ("Pubco"), the holders of Common Units in the Company and shares of Class C Common Stock or Class D Common Stock of Pubco, and the Call Option Holder, from time to time party hereto (each, a "Holder").

Drdgold Limited – EXCHANGE AGREEMENT (In Terms of Section 42 of the Income Tax Act) Between SIBANYE GOLD LIMITED and K2017449061 (SOUTH AFRICA) PROPRIETARY LIMITED (To Be Renamed WRTRP Proprietary Limited) and Including DRDGOLD LIMITED (October 31st, 2018)
Drdgold Limited – DRD EXCHANGE AGREEMENT (In Terms of Section 42 of the Income Tax Act) Between DRDGOLD LIMITED and SIBANYE GOLD LIMITED (October 31st, 2018)
Bridgewater Bancshares Inc – Exchange Agreement by and Between Bridgewater Bancshares, Inc. And Ejf Sidecar Fund, Series Llc - Series E Dated as of October 25, 2018 (October 26th, 2018)

This EXCHANGE AGREEMENT is made and entered into as of October 25, 2018 (this "Agreement") by and between Bridgewater Bancshares, Inc., a Minnesota corporation (the "Company"), and EJF Sidecar Fund, Series LLC - Series E, a Delaware limited liability company (the "Investor").

Bridgewater Bancshares Inc – Exchange Agreement by and Between Bridgewater Bancshares, Inc. And Endeavour Regional Bank Opportunities Fund Ii Lp Dated as of October 25, 2018 (October 26th, 2018)

This EXCHANGE AGREEMENT is made and entered into as of October 25, 2018 (this "Agreement") by and between Bridgewater Bancshares, Inc., a Minnesota corporation (the "Company"), and Endeavour Regional Bank Opportunities Fund II LP, a Delaware limited partnership (the "Investor").

Bridgewater Bancshares Inc – Exchange Agreement by and Between Bridgewater Bancshares, Inc. And Castle Creek Capital Partners V, Lp Dated as of October 25, 2018 (October 26th, 2018)

This EXCHANGE AGREEMENT is made and entered into as of October 25, 2018 (this "Agreement") by and between Bridgewater Bancshares, Inc., a Minnesota corporation (the "Company"), and Castle Creek Capital Partners V, LP, a Delaware limited partnership (the "Investor").

Sport Endurance, Inc. – Exchange Agreement (October 25th, 2018)

THIS EXCHANGE AGREEMENT (the "Agreement") is made as of the 22nd day of October 2018, by and between, Sport Endurance, Inc., a Nevada corporation (the "Company"), and the investor signatory hereto (the "Investor").

Strainwise, Inc. – Exchange Agreement (October 22nd, 2018)

THIS EXCHANGE AGREEMENT (the "Agreement"), dated as of October ___, 2018, is entered into by and among STWC Holdings, Inc., a Colorado corporation (the "Company"), and Shawn Phillips, a resident of Colorado ("Phillips").

Exchange Agreement (October 17th, 2018)
Sysorex Global Holdings Corp. – Exchange Agreement (October 5th, 2018)

This Exchange Agreement (this "Agreement") is entered into as of October 5, 2018 by and between Chicago Venture Partners, L.P., a Utah limited partnership ("Lender"), and Inpixon, a Nevada corporation ("Borrower"). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (defined below).

Kempharm, Inc – Exchange Agreement (October 5th, 2018)
EXCHANGE AGREEMENT Among EVOLENT HEALTH, INC. EVOLENT HEALTH LLC and THE STOCKHOLDERS OF WS/EVH BLOCKER, INC. Dated as of October 1, 2018 (October 2nd, 2018)

This EXCHANGE AGREEMENT, dated as of October 1, 2018 (this "Agreement"), is among Evolent Health, Inc., a Delaware corporation ("Evolent Health, Inc."), Evolent Health LLC, a Delaware limited liability company (the "Company"), the holders of shares of common stock set forth on Exhibit A hereto (collectively, the "Stockholders") in WS/EVH Blocker, Inc., a Delaware corporation (the "Initial Blocker") and up to two additional entities that the Stockholders may establish as a blocker entity in the future (each, an "Additional Blocker" and together with the Initial Blocker, each a "Blocker"). Capitalized terms used but not simultaneously defined are defined in or by reference to Section 1.01.

EXCHANGE AGREEMENT Among EVOLENT HEALTH, INC. EVOLENT HEALTH LLC and CERTAIN CLASS B MEMBERS OF EVOLENT HEALTH LLC Dated as of October 1, 2018 (October 2nd, 2018)

This EXCHANGE AGREEMENT, dated as of October 1, 2018 (this "Agreement"), is among Evolent Health, Inc., a Delaware corporation ("Evolent Health, Inc."), Evolent Health LLC, a Delaware limited liability company (the "Company") and the holders of Class B common units in the Company listed on Exhibit A hereto (collectively, the "Class B Members"). Capitalized terms used but not simultaneously defined are defined in or by reference to Section 1.01.

Coastal Financial Corp – Exchange Agreement (October 1st, 2018)
Kimbell Royalty Partners, LP – EXCHANGE AGREEMENT BY AND AMONG KIMBELL ROYALTY PARTNERS, LP KIMBELL ROYALTY GP, LLC KIMBELL ROYALTY OPERATING, LLC KIMBELL ART FOUNDATION HAYMAKER MINERALS & ROYALTIES, LLC EIGF AGGREGATOR III LLC TE DRILLING AGGREGATOR LLC AND HAYMAKER MANAGEMENT, LLC Dated as of September 23, 2018 (September 25th, 2018)

This EXCHANGE AGREEMENT (this Agreement), dated as of September 23, 2018, is by and among (i) Kimbell Royalty Partners, LP, a Delaware limited partnership (the Partnership); (ii) Kimbell Royalty GP, LLC, a Delaware limited liability company (the General Partner); (iii) Kimbell Royalty Operating, LLC, a Delaware limited liability company (the Operating Company); (iv) the Kimbell Art Foundation, a Texas non-profit corporation; (v) Haymaker Minerals & Royalties, LLC, a Delaware limited liability company; (vi) EIGF Aggregator III LLC, a Delaware limited liability company; (vii) TE Drilling Aggregator LLC, a Delaware limited liability company; and (viii) Haymaker Management, LLC, a Texas limited liability company (each of (iv)-(viii), a Participating Holder, and together, the Participating Holders). The above-named entities are sometimes referred to in this Agreement as a Party and collectively as the Parties.

American Brewing Company, Inc. – Exchange Agreement (September 24th, 2018)

THIS EXCHANGE AGREEMENT (the "Agreement"), dated as of September 20, 2018, is made by and between New Age Beverages Corporation, a Washington corporation ("Company"), and the holder of shares of common stock, $.001 par value per share of the Company (the "Common Stock"), signatory hereto (each a "Holder").

Exchange Agreement (September 20th, 2018)

This Exchange Agreement (the "Agreement") is entered into as of the 17 day of September, 2018, by and between Precipio, Inc., a Delaware corporation, with offices located at 4 Science Park, 3rd Floor, New Haven, CT 06511 (the "Company") and the holders listed on the signature pages hereto (each "Holder", and collectively "Holders"), with reference to the following facts:

ImageWare Systems, Inc. – Exchange Agreement (September 13th, 2018)

This Exchange Agreement (this "Agreement") is dated as of September __, 2018 (the "Closing Date"), by and among ImageWare Systems, Inc., a Delaware corporation (the "Company"), and ________ ("______").

Exchange Agreement (September 13th, 2018)

THIS EXCHANGE AGREEMENT (this "Agreement") is entered into and effective as of September 7, 2018 (the "Effective Date") by and between ASCENT SOLAR TECHNOLOGIES, INC., a Delaware corporation (the "Company") and BAYBRIDGE CAPITAL FUND, LP, a Delaware limited partnership (hereinafter, the "Holder"). Each of the Company and the Holder may be referred to individually as a "Party" and collectively as the "Parties".

Cherokee Inc. – Exchange Agreement (September 13th, 2018)

THIS EXCHANGE AGREEMENT (the "Agreement") is dated this 3rd day of August, 2018, and is entered into by and between Cherokee Inc., a Delaware corporation (the "Company"), and each of the holders of a Participation (defined below) listed on Schedule I hereto (each, a "Purchaser").

Vapor Corp Nev – Exchange Agreement (August 21st, 2018)

EXCHANGE AGREEMENT (the "Agreement") is made as of the 17th day of August, 2018, by and between Healthier Choices Management Corp., a Delaware corporation (the "Company"), and the holder signatory to the signature page hereto (the "Holder").

EXCHANGE AGREEMENT BY AND AMONG LED LIGHTING COMPANY DATASIGHT, INC. AND CERTAIN OPTIONHOLDERS AND SHAREHOLDERS OF DATASIGHT, INC. Dated August 14, 2018 (August 21st, 2018)

This Exchange Agreement ("Agreement") is made and entered into as of August 14, 2018 by and among LED Lighting Company, a Delaware corporation ("LEDCO"), DataSight, Inc., a Nevada corporation ("DataSight"), and the shareholders and option holders of DataSight set forth on the signature pages to this Agreement (collectively, the "Sellers" and individually, a "Seller") with respect to the following facts:

Exchange Agreement (August 21st, 2018)

This EXCHANGE AGREEMENT (this "Agreement") is made as of August [--], 2018 between Humilis Holdings Private Equity LP (the "Seller") and GlassBridge Enterprises, Inc., a Minnesota corporation (the "Buyer").

Mountain High Acquisitions Corp. – Exchange Agreement (August 21st, 2018)

This Exchange Agreement, dated as of August 18, 2018, (this "Agreement") by and among Mountain High Acquisitions Corp., a Colorado corporation ("MYHI"), on the one hand, and One Lab Co, ("Labco"), a Nevada Corporation and the Alchemy Capital, LLC (the "Shareholder"), on the other hand. For purposes of this Agreement, MYHI, Labco, and the Shareholder are sometimes collectively referred to as the "Parties" and individually as a "Party."

Nexxus Lighting Inc – Exchange Agreement (August 20th, 2018)
Avista Healthcare Public Acquisition Corp. – Exchange Agreement (August 17th, 2018)

This Exchange Agreement (this Agreement) is made as of August 17, 2018 by and among Avista Healthcare Public Acquisition Corp., a Cayman Islands exempted company (the Company) and the lenders listed in Schedule A to this Agreement (each a Lender and, collectively, the Lenders). Capitalized terms used but otherwise undefined herein shall have the meaning ascribed to such terms in the Merger Agreement (as defined below).

Avista Healthcare Public Acquisition Corp. – Exchange Agreement (August 17th, 2018)

This Exchange Agreement (this Agreement) is made as of August 17, 2018 by and among Avista Healthcare Public Acquisition Corp., a Cayman Islands exempted company (the Company) and the lenders listed in Schedule A to this Agreement (each a Lender and, collectively, the Lenders). Capitalized terms used but otherwise undefined herein shall have the meaning ascribed to such terms in the Merger Agreement (as defined below).

InfoSonics – Exchange Agreement (August 16th, 2018)

This Exchange Agreement (this "Agreement") is made and entered into as June 22, 2018, by and between the undersigned holder (the "Holder"), and Cool Holdings, Inc., a Maryland corporation (the "Company").

EVO Payments, Inc. – Exchange Agreement (August 10th, 2018)

EXCHANGE AGREEMENT (this "Agreement"), dated as of May 22, 2018, and to become effective as of the effectiveness of the LLC Agreement (as defined below), by and among EVO Investco, LLC, a Delaware limited liability company (the "Company"), EVO Payments, Inc., a Delaware corporation ("Pubco"), the holders of Common Units in the Company and shares of Class C Common Stock or Class D Common Stock of Pubco, and the Call Option Holder, from time to time party hereto (each, a "Holder").