Master Contribution Agreement Sample Contracts

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EX-2.1 2 d200402dex21.htm EX-2.1 FORM OF MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • May 5th, 2020 • Delaware

This MASTER CONTRIBUTION AGREEMENT (this “Agreement”), dated [●], 2016, is by and among WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), WildHorse Resources II, LLC, a Delaware limited liability company (“WH II”), Esquisto Resources II, LLC, a Delaware limited liability company (“EQ II”), WHE AcqCo., LLC, a Delaware limited liability company (“AcqCo.”), NGP XI US Holdings L.P., a Delaware limited partnership (“NGP XI”), WildHorse Investment Holdings, LLC, a Delaware limited liability company (“WH Investment”), Esquisto Investment Holdings, LLC, a Delaware limited liability company (“EQ Investment” and together with the NGP XI, WH Investment, EQ II, AcqCo. and WH II, the “Company Parties” and each, individually, a “Company Party”), WHE AcqCo. Holdings, LLC, a Delaware limited liability company (“AcqCo. Holdings”), WHR Holdings, LLC, a Delaware limited liability company (“WH Holdings”), Esquisto Holdings, LLC, a Delaware limited liability company (“EQ H

MASTER CONTRIBUTION AGREEMENT BY AND AMONG MGM RESORTS INTERNATIONAL, MGM GROWTH PROPERTIES LLC AND MGM GROWTH PROPERTIES OPERATING PARTNERSHIP LP Dated April 25, 2016
Master Contribution Agreement • April 25th, 2016 • MGM Growth Properties LLC • Real estate investment trusts • New York

This MASTER CONTRIBUTION AGREEMENT, dated as of April 25, 2016 (this “Agreement”), is by and among MGM Resorts International, a Delaware corporation (“MGM”), MGM Growth Properties LLC, a Delaware limited liability company (“MGP”), and MGM Growth Properties Operating Partnership LP, a Delaware limited partnership (the “OP”). Certain terms used in this Agreement are defined in Section 1.1.

MASTER CONTRIBUTION AGREEMENT FOR ENVIRONMENTAL ASSESSMENTS OF PROJECTS
Master Contribution Agreement • January 2nd, 2019

Between The Canadian Environmental Assessment Agency represented by the Minister of the Environment and Climate Change (the “Minister”) who is responsible for the Canadian Environmental Assessment Agency (the “Agency”)

MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • March 29th, 2022 • TPG Inc. • Investment advice • Delaware

This MASTER CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of 11:46 p.m. New York time on December 31, 2021 (the “Effective Date”), by and among:

MASTER CONTRIBUTION AGREEMENT Dated as of February 20, 2007 By and Among OWENS CORNING, OWENS CORNING COMPOSITE COÖPERATIEF U.A., SOCIÉTÉ DE PARTICIPATIONS FINANCIÈRES ET INDUSTRIELLES S.A.S. ONDATRA S.A.S. and A BELGIAN SOCIÉTÉ PRIVÉE À...
Master Contribution Agreement • February 21st, 2007 • Owens Corning • Abrasive, asbestos & misc nonmetallic mineral prods • New York

This Master Contribution Agreement (together with the Exhibits and Schedules attached hereto, this “Agreement”) is made as of the 20th day of February, 2007, by and among Owens Corning, a corporation organized under the laws of Delaware (“Owens Corning”), Owens Corning Composite Coöperatief U.A. (“OC Topco”), a company organized under the laws of The Netherlands and a wholly-owned subsidiary of Owens Corning and its Subsidiaries, Société de Participations Financières et Industrielles S.A.S., a company organized under the laws of France (“Saint-Gobain”), Ondatra S.A.S. (“SG Topco”), a société par actions simplifiée organized under the laws of France and a wholly-owned subsidiary of Saint-Gobain and its Subsidiaries, and, subject to Section 2.01 hereof, a société privée à responsabilité limitée to be organized under the laws of Belgium (the “Company”). Owens Corning and Saint-Gobain are sometimes referred to herein individually as a “Parent” or collectively as the “Parents.” The Parents,

RSP PERMIAN, L.L.C.
Master Contribution Agreement • January 7th, 2014 • RSP Permian, Inc. • Crude petroleum & natural gas • Texas
FORM OF MASTER CONTRIBUTION AGREEMENT by and among RSP Permian, Inc., RSP Permian Holdco, L.L.C., RSP Permian, L.L.C., Rising Star Energy Development Co., L.L.C., Ted Collins, Jr., Wallace Family Partnership, LP, Collins & Wallace Holdings, LLC, and...
Master Contribution Agreement • January 7th, 2014 • RSP Permian, Inc. • Crude petroleum & natural gas • Texas

This MASTER CONTRIBUTION AGREEMENT (this “Agreement”) dated [ ], is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), RSP Permian Holdco, L.L.C., a Delaware limited liability company (“HoldCo”), RSP Permian, L.L.C., a Delaware limited liability company (“OpCo”), Rising Star Energy Development Co., L.L.C., a Delaware limited liability company (“Rising Star”), Ted Collins, Jr., an individual residing in the state of Texas (“Collins”), Wallace Family Partnership, LP, a Texas limited partnership (“Wallace LP”), Collins & Wallace Holdings, LLC, a Texas limited liability company (“CW Holdings”) and Pecos Energy Partners, L.P., a Texas limited partnership (“Pecos” and, together with HoldCo, Rising Star, Collins, Wallace LP and CW Holdings, each a “Contributor”). The Company, OpCo and Contributors are sometimes referred to collectively herein as the “Parties” and individually as a “Party.”

MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • June 29th, 2011 • Sun Communities Inc • Real estate investment trusts • Michigan

THIS MASTER CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2011 by and among SUN COMMUNITIES, INC., a Maryland corporation (“SCI”), SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP, a Michigan limited partnership (“SCOLP” and, together with SCI, the “Sun Group”), and KENTLAND CORPORATION, a Michigan corporation (“KC”), WILBUR A. LETTINGA, WILLIAM B. LETTINGA and MICHAEL LETTINGA (collectively with KC, the “Principals”).

FOURTH AMENDMENT TO MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • June 29th, 2006 • Genius Products Inc • Services-allied to motion picture production

This Fourth Amendment to the Master Contribution Agreement (this “Amendment”) is entered into as of June 28, 2006 by and among Genius Products, Inc., a Delaware corporation (“Genius”), The Weinstein Company LLC, a Delaware limited liability company (“TWC”), The Weinstein Company Holdings LLC, a Delaware limited liability company (“TWC Holdings”), and The Weinstein Company Funding LLC, a Delaware limited liability company (“TWC Funding”), and amends that certain Master Contribution Agreement entered into by and among the parties dated as of December 5, 2005 (as amended, the “Agreement”). Capitalized terms and matters of construction deemed or established in the Agreement shall be applied in this Amendment as defined or established in the Agreement.

Exhibit 4.3 MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • October 23rd, 1997 • Advanta Business Services Corp • New York
FIRST AMENDMENT TO MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • March 16th, 2006 • Genius Products Inc • Services-allied to motion picture production

This First Amendment to Master Contribution Agreement (this “Amendment”) is entered into as of March 15, 2006 by and among Genius Products, Inc., a Delaware corporation (“Genius”), The Weinstein Company LLC, a Delaware limited liability company (“TWC”), and The Weinstein Company Holdings LLC, a Delaware limited liability company (the “Distributor”), and amends that certain Master Contribution Agreement entered into by and among the parties dated December 5, 2005 (the “Agreement”). Capitalized terms and matters of construction deemed or established in the Agreement shall be applied in this Amendment as defined or established in the Agreement.

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Master Contribution Agreement • October 27th, 2000 • CBL & Associates Properties Inc • Real estate investment trusts
SECOND AMENDMENT TO MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • May 2nd, 2006 • Genius Products Inc • Services-allied to motion picture production

This Second Amendment to the Master Contribution Agreement (this “Amendment”) is entered into as of April 26, 2006 by and among Genius Products, Inc., a Delaware corporation (“Genius”), The Weinstein Company LLC, a Delaware limited liability company (“TWC”), The Weinstein Company Holdings LLC, a Delaware limited liability company (“TWC Holdings”), and The Weinstein Company Funding LLC, a Delaware limited liability company (“TWC Funding”), and amends that certain Master Contribution Agreement entered into by and among the parties dated December 5, 2005 (as amended, the “Agreement”). Capitalized terms and matters of construction deemed or established in the Agreement shall be applied in this Amendment as defined or established in the Agreement.

MASTER CONTRIBUTION AGREEMENT by and among GENIUS PRODUCTS, INC., THE WEINSTEIN COMPANY LLC AND THE WEINSTEIN COMPANY HOLDINGS LLC Dated as of December 5, 2005
Master Contribution Agreement • December 9th, 2005 • Genius Products Inc • Services-allied to motion picture production • New York

THIS MASTER CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of December 5, 2005, by and among Genius Products, Inc., a Delaware corporation (“Genius”), The Weinstein Company LLC, a Delaware limited liability company (“TWC”), and The Weinstein Company Holdings LLC, a Delaware limited liability company (the “Distributor”). Capitalized terms not otherwise defined in this Agreement are defined in Exhibit A hereto.

THIRD AMENDMENT TO MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • June 2nd, 2006 • Genius Products Inc • Services-allied to motion picture production

This Third Amendment to the Master Contribution Agreement (this “Amendment”) is entered into as of May 30, 2006 by and among Genius Products, Inc., a Delaware corporation (“Genius”), The Weinstein Company LLC, a Delaware limited liability company (“TWC”), The Weinstein Company Holdings LLC, a Delaware limited liability company (“TWC Holdings”), and The Weinstein Company Funding LLC, a Delaware limited liability company (“TWC Funding”), and amends that certain Master Contribution Agreement entered into by and among the parties dated December 5, 2005 (as amended, the “Agreement”). Capitalized terms and matters of construction deemed or established in the Agreement shall be applied in this Amendment as defined or established in the Agreement.

MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • July 23rd, 2019 • Magnolia Infrastructure Holdings, LLC • Natural gas transmission • Delaware

This MASTER CONTRIBUTION AGREEMENT, dated as of July 22, 2019 (this “Agreement”), is entered into by and among (a) Anchor Midstream Acquisition, LLC, a Delaware limited liability company (“Anchor Acquisition”), (b) High Point Infrastructure Partners, LLC, a Delaware limited liability company (“3CM Holdings”), (c) American Midstream GP, LLC, a Delaware limited liability company (“Third Coast Holdings”), (d) Magnolia Infrastructure Holdings, LLC, a Delaware limited liability company (“MIH”), (e) Magnolia Infrastructure Partners, LLC, a Delaware limited liability company (“MIP”), (f) AMID GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), (g) JP Energy Development, L.P., a Delaware limited partnership (“JPE”), (h) Busbar II, LLC, a Delaware limited liability company (“Busbar”), (i) High Point Energy, LLC, a Texas limited liability company (“HPE”), (j) ArcLight Energy Partners Fund V, L.P., a Delaware limited partnership (“Fund V”), (k) Stephen W. Bergstrom, individual

MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • November 9th, 2005 • Arch Coal Inc • Bituminous coal & lignite surface mining • New York

THIS MASTER CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into on the 7th day of October, 2005, by and among Arch Coal, Inc., a Delaware corporation (“Arch”), ArcLight Energy Partners Fund I, L.P., a Delaware limited partnership (“ArcLight ”), Mr. Timothy Elliott, (“Elliott” and, together with ArcLight, the “Trout Contributors”), and Magnum Coal Company, a Delaware corporation (the “Company”).

MASTER CONTRIBUTION AGREEMENT
Master Contribution Agreement • December 23rd, 2021 • TPG Partners, LLC • Investment advice • Delaware

This MASTER CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of 11:46 p.m. New York time on December 31, 2021 (the “Effective Date”), by and among:

FORM OF MASTER CONTRIBUTION AGREEMENT by and among RSP Permian, Inc., RSP Permian Holdco, L.L.C., RSP Permian, L.L.C., Rising Star Energy Development Co., L.L.C., Ted Collins, Jr., Wallace Family Partnership, LP, Collins & Wallace Holdings, LLC, and...
Master Contribution Agreement • January 2nd, 2014 • RSP Permian, Inc. • Crude petroleum & natural gas • Texas

This MASTER CONTRIBUTION AGREEMENT (this “Agreement”) dated January , 2014, is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), RSP Permian Holdco, L.L.C., a Delaware limited liability company (“HoldCo”), RSP Permian, L.L.C., a Delaware limited liability company (“OpCo”), Rising Star Energy Development Co., L.L.C., a Delaware limited liability company (“Rising Star”), Ted Collins, Jr., an individual residing in the state of Texas (“Collins”), Wallace Family Partnership, LP, a Texas limited partnership (“Wallace LP”), Collins & Wallace Holdings, LLC, a Texas limited liability company (“CW Holdings”) and Pecos Energy Partners, L.P., a Texas limited partnership (“Pecos” and, together with HoldCo, Rising Star, Collins, Wallace LP and CW Holdings, each a “Contributor”). The Company, OpCo and Contributors are sometimes referred to collectively herein as the “Parties” and individually as a “Party.”

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