CONTRIBUTION AGREEMENT By and Among, PENN VIRGINIA RESOURCE LP CORP., PENN VIRGINIA RESOURCE GP, LLC, KANAWHA RAIL CORP., PENN VIRGINIA RESOURCE GP CORP., and PENN VIRGINIA GP HOLDINGS, L.P. Dated as of _________, 2006Contribution and Conveyance Agreement • November 6th, 2006 • Penn Virginia GP Holdings, L.P. • Bituminous coal & lignite surface mining • Delaware
This Contribution and Conveyance Agreement, dated as of _______________, 2006 (this “Contribution Agreement”), is by and among PENN VIRGINIA RESOURCE LP CORP., a Delaware corporation (“PVR LP Corp”), PENN VIRGINIA RESOURCE GP, LLC, a Delaware limited liability company (“PVR GP LLC”), KANAWHA RAIL CORP., a Virginia corporation (“Kanawha”), PENN VIRGINIA GP HOLDINGS, L.P., a Delaware limited partnership (“PVG”), and PENN VIRGINIA RESOURCE GP CORP., a Delaware corporation (“PVR GP Corp”). The above-named entities are sometimes referred to in this Contribution Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Section 1.1.
