Ticker: IDI, Company: Cogint, Inc., Type: 8-K, Date: 2018-02-28
Original SEC Filing: Click here

---

Webplus: IDI/20180228/8-K/2_EX-10.1/000.htm SEC Original: d521097dex101.htm
Execution Version SEPARATION AND DISTRIBUTION AGREEMENT by and among COGINT, INC. and RED VIOLET, INC. Dated as of February 27, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II THE INTERNAL REORGANIZATION 8 Section 2.1 Internal Reorganization 8 Section 2.2 Consents 8 Section 2.3 Termination of Intercompany Agreements; Settlement of Intercompany Accounts 9 Section 2.4 10 ARTICLE III

---

---

Webplus: IDI/20180228/8-K/3_EX-10.2/000.htm SEC Original: d521097dex102.htm
Execution Version AMENDED AND RESTATED TAX MATTERS AGREEMENT by and among Cogint, Inc. and Red Violet, Inc. Dated as of February 27, 2018 AMENDED AND RESTATED TAX MATTERS AGREEMENT Agreement Cogint SpinCo Party Parties THIS AMENDED AND RESTATED TAX MATTERS AGREEMENT (this “ WHEREAS, Cogint, acting through itself and its direct and indirect Subsidiaries, currently conducts the Fluent Business and

---

---

Webplus: IDI/20180228/8-K/4_EX-10.3/000.htm SEC Original: d521097dex103.htm
Execution Version EMPLOYEE MATTERS AGREEMENT by and between COGINT, INC. and RED VIOLET, INC. dated as of February 27, 2018 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 Section 1.02 Interpretation; Construction 3 Section 1.03 Survival 4 Section 1.04 Termination 4 ARTICLE II EMPLOYEE BENEFITS 4 Section 2.01 Employment 4 Section 2.02 Retirement Plans 5 Section 2.05

---

---

Webplus: IDI/20180228/8-K/5_EX-10.4/000.htm SEC Original: d521097dex104.htm
Execution Version TRANSITION SERVICES AGREEMENT Agreement Parent Company This TRANSITION SERVICES AGREEMENT (this “ WHEREAS Separation Agreement Separation Distribution WHEREAS NOW, THEREFORE ARTICLE I FEES AND TERM Company Price/Payment Company Services Fee Schedule 2.1 1.1 Parent Price/Payment Parent Services Fee Schedule 3.1 1.2 Term Term Distribution Date provided however provided further one-year 1.3 Additional Services 1.4 arm’s-length the Distribution, and

---

---

Webplus: IDI/20180228/8-K/1/000.htm SEC Original: d521097d8k.htm
Item 1.01 Entry into a Material Definitive Agreement. On February 27, 2018, Cogint, Inc. (the “Company”) entered into a Separation and Distribution Agreement (the “Separation Agreement”) with its wholly-owned subsidiary, Red Violet, Inc. (“Red Violet”) as well as other related agreements (as further described below) governing the proposed separation of the Company’s risk management business from its digital marketing business.

---

Company Info:

Ticker: IDI, Company: Cogint, Inc., Type: 8-K, Date: 2018-02-28CIK: 0001460329, Location: FL, SIC: 7310, SIC Desc: SERVICES-ADVERTISING
Business Phone & Address:
2650 NORTH MILITARY TRAIL, SUITE 300
BOCA RATON, FL 33431