Contribution Agreement among Coty Inc., Coty US Holdings Inc., Foundation, LLC, Aspen Cove Holdings, Inc., UEV Holdings, LLC, the Other Unit Holders of Younique, LLC Party Hereto, Younique, LLC and Derek Maxfield, in his Individual Capacity and as the...Contribution Agreement • February 1st, 2017 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”), dated as of January 10, 2017, is entered into by and among Coty Inc., a Delaware corporation (“Coty Parent”), Coty US Holdings Inc., a Delaware corporation (“Coty US” and, together with Coty Parent, “Coty”), Foundation, LLC, a Delaware limited liability company and wholly-owned Subsidiary of Coty (“NewCo”), Younique, LLC, a Utah limited liability company (the “Company”), Aspen Cove Holdings, Inc., a Utah corporation (the “Majority Unit Holder”), UEV Holdings, LLC, a Delaware limited liability company and a wholly-owned Subsidiary of the Majority Unit Holder (“Aspen Sub”), the other Unit Holders set forth on the signature pages hereto (collectively, the “Minority Unit Holders” and, together with Majority Unit Holder, the “Unit Holders”), and Derek Maxfield (“D. Maxfield”), in his individual capacity and as the Unit Holder Representative pursuant to Section 11.1 of this Agreement. For purposes of this Agreement, unless otherwise specificall
