Zap Com Corp Sample Contracts

NZCH Corp – Certificate of Change Pursuant to NRS 78.209 (February 27th, 2018)
NZCH Corp – SECOND AMENDED AND RESTATED BY-LAWS NZCH CORPORATION, A NEVADA CORPORATION (as amended through June 28, 2016) (June 28th, 2016)
Zap Com Corp – AGREEMENT AND PLAN OF MERGER (June 22nd, 2016)

This Agreement and Plan of Merger (“Plan of Merger”) is adopted as of June 21, 2016, by Zap.Com Corporation, a Nevada corporation (“Zap.Com” or the “Surviving Entity”) pursuant to the provisions of Nevada Revised Statutes (“NRS”) 92A.180.

Zap Com Corp – RESTATED ARTICLES OF INCORPORATION OF NZCH CORPORATION (June 22nd, 2016)

Pursuant to the provisions of Section 78.403 of the Nevada Revised Statutes, NZCH CORPORATION (the “Corporation”) hereby adopts the following Restated Articles of Incorporation.

Zap Com Corp – AMENDED AND RESTATED BY-LAWS NZCH CORPORATION, A NEVADA CORPORATION (as amended through June 21, 2016) (June 22nd, 2016)
Zap Com Corp – AGREEMENT OF PURCHASE AND SALE (April 8th, 2016)

This Agreement of Purchase and Sale (the “Agreement”) is made and entered between the Seller and Buyer identified below, dated as of April 8, 2016 (the “Effective Date”).

Zap Com Corp – TRANSITION SERVICES AGREEMENT (February 21st, 2012)
Zap Com Corp – INDEMNIFICATION AGREEMENT (March 11th, 2011)

This Indemnification Agreement (“Agreement”) is made effective as of December 1, 2010, by and between Zap.Com Corporation, a Nevada corporation (the “Company”), and Richard H. Hagerup (“Indemnitee”).

Zap Com Corp – INDEMNIFICATION AGREEMENT (November 4th, 2009)

INDEMNIFICATION AGREEMENT (the “Agreement”) between each of the entities identified as the “Company” on the signature page of this Agreement (the “Company”), and [ ], a Representative (defined below) of the Company or an Affiliated Entity of the Company (the “Indemnitee”), dated as of [ ], 2009.

Zap Com Corp – AMENDED AND RESTATED TAX SHARING AND INDEMNITY AGREEMENT (March 7th, 2008)

This AMENDED AND RESTATED TAX SHARING AND INDEMNITY AGREEMENT (the “Agreement”), is effective the 1st day of November, 2007, by and between ZAPATA CORPORATION (“Zapata”), a Nevada corporation, and ZAP.COM CORPORATION (“ZAP.COM”), a Nevada corporation.

Zap Com Corp – AMENDED AND RESTATED 1999 LONG-TERM INCENTIVE PLAN OF (March 14th, 2006)
Zap Com Corp – TERMINATION AND RELEASE AGREEMENT (May 15th, 2001)

1 EXHIBIT 10.12 TERMINATION AND RELEASE AGREEMENT THIS SETTLEMENT AGREEMENT (the "AGREEMENT") is entered into this 30th day of March, 2001 (the "EFFECTIVE DATE"), by and between EMC CORPORATION, a Massachusetts Corporation with an office located at 171 South Street, Hopkinton, Massachusetts ("EMC") and ZAP.COM CORPORATION, a Nevada Corporation with an office located at 100 Meridian Centre, Suite 350, Rochester, New York ("ZAP.COM" and collectively with EMC, the "PARTIES"). RECITALS: WHEREAS, the Parties entered into an Internet Services Agreement dated as of December 28, 1999 (the "ISA") and various Statements of Work as defined therein (the "STATEMENTS OF WORK"). WHEREAS, pursuant to Statement of Work Number 03 under the Internet Services Agreement the Parties also entered into an Assignment and Assumption Agreement dated Ja

Zap Com Corp – DEVELOPMENT, LICENSE AND SERVICES AGREEMENT (May 4th, 2000)

1 EXHIBIT 10.11 DEVELOPMENT, LICENSE AND SERVICES AGREEMENT This DEVELOPMENT, LICENSE AND SERVICES AGREEMENT is made and entered into on the 2nd day of March, 2000 by and between AURAGEN COMMUNICATIONS, INC., a New York corporation, with an address at 620 Park Avenue, Suite 177, Rochester, New York 14607 ("AURAGEN"), and ZAP.COM CORPORATION, a Nevada corporation, with an address at 100 Meridian Centre, Suite 350, Rochester, New York 14618 ("ZAP.COM"). R E C I T A L S : A. Avram Glazer, Zap.Com's President and Chief Executive Officer, conceived the idea to create a multifunctional portal-like Internet banner and application and assigned all of his rights to this and related matters to Zap.Com. B. Zap.Com developed a business plan to exploit the multifunctional, portal-like banner and named it the ZapBox. C. On April 8, 1999,

Zap Com Corp – INTERNET SERVICES AGREEMENT (May 4th, 2000)

1 Exhibit 10.9 INTERNET SERVICES AGREEMENT This Internet Services Agreement (the "Agreement"), by and between EMC Corporation ("EMC"), a Massachusetts corporation with a principal place of business at 171 South Street, Hopkinton, MA 01748, and ZAP.COM Corporation, (the "Company") a Nevada corporation with a principal place of business at 100 Meridian Centre, Suite 350, Rochester, New York 14618 is made this 28th day of December, 1999 (the "Effective Date"). WHEREAS, EMC HAS PRODUCTS AND SERVICES WHICH IT INTENDS TO EMPLOY TO SATISFY COMPANY'S REQUIREMENTS; AND WHEREAS, COMPANY DESIRES TO HAVE EMC PERFORM INTERNET SERVICES FOR COMPANY; AND WHEREAS, COMPANY OWNS AND OPERATES ONLINE INFORMATION SERVICES WHICH CONSIST OF CERTAIN HARDWARE, SOFTWARE AND APPLICATION SUBSYSTEMS THAT IT WISHES EMC TO INSTALL, OPERATE AND MAINTAIN FOR COMPANY AT EMC'S INTER

Zap Com Corp – ASSIGNMENT AND ASSUMPTION AGREEMENT (May 4th, 2000)

1 Exhibit 10.10 ASSIGNMENT AND ASSUMPTION AGREEMENT This ASSIGNMENT AND ASSUMPTION AGREEMENT, is made as of the 10th day of January, 2000 between EMC CORPORATION ("EMC") AND ZAP.COM CORPORATION ("Zap.Com"). R E C I T A L S: A. Pursuant to a DoubleClick Adserver Network License Agreement dated December 23, 1999, between EMC, as licensee, and DoubleClick, as licensor (the "License Agreement"), a true and complete copy of which is attached hereto as "Exhibit A", EMC has agreed to license from DoubleClick, Inc., certain AdServer technology, as more particularly described therein, to use in connection with services to be provided to Zap.Com. B. Pursuant to a Software Maintenance and Support Agreement dated December 28, 1999, between EMC and DoubleClick (the "Support Agreement"), a true and complete copy of which is attached hereto as

Zap Com Corp – TERMINATION AGREEMENT (May 4th, 2000)

1 Exhibit 10.8 TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Agreement") is made and entered into as of the 10th day of January, 2000 by and between DOUBLECLICK. INC. ("DoubleClick") and ZAP.COM CORPORATION ("Zap.Com"). WITNESSETH: WHEREAS, DoubleClick's predecessor in interest, NetGravity, Inc. and Zap.Com entered into a NetGravity AdServer Services Agreement dated November 4, 1999 (the "Services Agreement"); and WHEREAS, Zap.Com has exercised its rights under the Services Agreement to license certain Adserver technology in connection therewith DoubleClick and Zap.Com are on even date herewith entering into the DoubleClick AdServer Network License Agreement (the "License Agreement"); and WHEREAS, DoubleClick and Zap.Com desire to terminate the Services Agreement upon and subject to the terms and conditions hereinaft

Zap Com Corp – TERMINATION AGREEMENT (March 3rd, 2000)

1 Exhibit 10.8 TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Agreement") is made and entered into as of the 10th day of January, 2000 by and between DOUBLECLICK. INC. ("DoubleClick") and ZAP.COM CORPORATION ("Zap.Com"). WITNESSETH: WHEREAS, DoubleClick's predecessor in interest, NetGravity, Inc. and Zap.Com entered into a NetGravity AdServer Services Agreement dated November 4, 1999 (the "Services Agreement"); and WHEREAS, Zap.Com has exercised its rights under the Services Agreement to license certain Adserver technology in connection therewith DoubleClick and Zap.Com are on even date herewith entering into the DoubleClick AdServer Network License Agreement (the "License Agreement"); and WHEREAS, DoubleClick and Zap.Com desire to terminate the Services Agreement upon and subject to the terms and conditions hereinaft

Zap Com Corp – INTERNET SERVICES AGREEMENT (March 3rd, 2000)

1 Exhibit 10.9 INTERNET SERVICES AGREEMENT This Internet Services Agreement (the "Agreement"), by and between EMC Corporation ("EMC"), a Massachusetts corporation with a principal place of business at 171 South Street, Hopkinton, MA 01748, and ZAP.COM Corporation, (the "Company") a Nevada corporation with a principal place of business at 100 Meridian Centre, Suite 350, Rochester, New York 14618 is made this 28th day of December, 1999 (the "Effective Date"). WHEREAS, EMC HAS PRODUCTS AND SERVICES WHICH IT INTENDS TO EMPLOY TO SATISFY COMPANY'S REQUIREMENTS; AND WHEREAS, COMPANY DESIRES TO HAVE EMC PERFORM INTERNET SERVICES FOR COMPANY; AND WHEREAS, COMPANY OWNS AND OPERATES ONLINE INFORMATION SERVICES WHICH CONSIST OF CERTAIN HARDWARE, SOFTWARE AND APPLICATION SUBSYSTEMS THAT IT WISHES EMC TO INSTALL, OPERATE AND MAINTAIN FOR COMPANY AT EMC'S INTER

Zap Com Corp – ASSIGNMENT AND ASSUMPTION AGREEMENT (March 3rd, 2000)

1 Exhibit 10.10 ASSIGNMENT AND ASSUMPTION AGREEMENT This ASSIGNMENT AND ASSUMPTION AGREEMENT, is made as of the 10th day of January, 2000 between EMC CORPORATION ("EMC") AND ZAP.COM CORPORATION ("Zap.Com"). R E C I T A L S: A. Pursuant to a DoubleClick Adserver Network License Agreement dated December 23, 1999, between EMC, as licensee, and DoubleClick, as licensor (the "License Agreement"), a true and complete copy of which is attached hereto as "Exhibit A", EMC has agreed to license from DoubleClick, Inc., certain AdServer technology, as more particularly described therein, to use in connection with services to be provided to Zap.Com. B. Pursuant to a Software Maintenance and Support Agreement dated December 28, 1999, between EMC and DoubleClick (the "Support Agreement"), a true and complete copy of which is attached hereto as

Zap Com Corp – DEVELOPMENT, LICENSE AND SERVICES AGREEMENT (March 3rd, 2000)

1 EXHIBIT 10.11 DEVELOPMENT, LICENSE AND SERVICES AGREEMENT This DEVELOPMENT, LICENSE AND SERVICES AGREEMENT is made and entered into on the 2nd day of March, 2000 by and between AURAGEN COMMUNICATIONS, INC., a New York corporation, with an address at 620 Park Avenue, Suite 177, Rochester, New York 14607 ("AURAGEN"), and ZAP.COM CORPORATION, a Nevada corporation, with an address at 100 Meridian Centre, Suite 350, Rochester, New York 14618 ("ZAP.COM"). R E C I T A L S : A. Avram Glazer, Zap.Com's President and Chief Executive Officer, conceived the idea to create a multifunctional portal-like Internet banner and application and assigned all of his rights to this and related matters to Zap.Com. B. Zap.Com developed a business plan to exploit the multifunctional, portal-like banner and named it the ZapBox. C. On April 8, 1999,

Zap Com Corp – RESTATED ARTICLES OF INCORPORATION (November 4th, 1999)

1 EXHIBIT 3.1 (FORM OF) RESTATED ARTICLES OF INCORPORATION OF ZAP.COM CORPORATION The undersigned certifies: 1. That Avram Glazer is the President of ZAP.COM.Corporation, a Nevada corporation (the "Corporation") and Gordon E. Forth is the Secretary of the Corporation. 2. That the Board of Directors of ZAP.COM Corporation by unanimous written consent as of October 20, 1999, resolved (the "Board Resolutions") to amend and restate the Corporation's Articles of Incorporation, pursuant to Section 78.403 of the Nevada Revised Statutes. 3. That the Corporation's sole stockholder, by written consent as of October 20, 1999 in lieu of a meeting, resolved to amend and restate the Corporation's Articles of Incorporation, pursuant to Section 78.403 of the NGCL. 4. That pursuant to th

Zap Com Corp – NETGRAVITY ADCENTER SERVICE AGREEMENT (October 28th, 1999)

1 EXHIBIT 10.6 NETGRAVITY ADCENTER SERVICE AGREEMENT This AGREEMENT (the "Agreement") is made and entered into as of the date written above (the "Effective Date") by and between NETGRAVITY, INC., a Delaware corporation ("NetGravity"), having its principal place of business at 1900 S. Norfolk Street, Suite 150, San Mateo, California 94402, and the entity identified above (the "Customer"). 1. ADCENTER SERVICES. 1.1 Scope. NetGravity will provide to Customer its AdCenter. The AdCenter service is an Internet advertising administration system that will allow Company to manage advertising and other programming ("programming") on its network of on-line banners which reside on Web sites (the "Network"). In connection with the AdCenter services, NetGravity will, among other things, provide those services described on Exhibit A (the "Services").

Zap Com Corp – CONSULTING AGREEMENT (August 6th, 1999)

1 Exhibit 10.5 CONSULTING AGREEMENT This CONSULTING AGREEMENT dated as of _________, 1999 (the "Effective Date") between AMERICAN SPORTS INTERNETWORK COMPANY, LLC, (the "Consultant"), which has its principal office located at One Buccaneer Place, Tampa, Florida 33607 and ZAP.COM CORPORATION, ("ZAP.COM"), which has its principal office located at 100 Meridian Centre, Suite 350, Rochester, New York 14618. R E C I T A L S A. ZAP.COM desires to retain Consultant to render general and specific sports related consulting services with respect to its Internet business, and B. Consultant is willing to render such services on the terms and conditions hereinafter provided, P R O V I S I O N S NOW, THEREFORE, in consideration of the mutual agreements set forth in this Agreement and for good a

Zap Com Corp – 1999 LONG-TERM INCENTIVE PLAN (August 6th, 1999)

1 Exhibit 4.5 1999 LONG-TERM INCENTIVE PLAN OF ZAP.COM CORPORATION 1. OBJECTIVE. The objective of the 1999 Long-Term Incentive Plan (the "Plan") of ZAP.COM Corporation, a Nevada corporation ("ZAP.COM"), is to advance the interests of ZAP.COM and its stockholders by providing a means to attract and retain officers and other key employees to ZAP.COM and its Subsidiaries (hereinafter defined) and to reward the performance of officers, other employees, consultants [and directors] for fulfilling their responsibilities for long-range achievements. These objectives are to be accomplished by making awards under the Plan to Participants (as hereinafter defined) that provide them with a proprietary interest in the growth and performance of ZAP.COM and its Subsidiaries. 2. DEFINITIONS. As used herein, the t

Zap Com Corp – THE SECURITIES REPRESENTED BY THIS WARRANT AGREEMENT HAVE NOT BEEN REGISTERED (August 6th, 1999)

1 Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS WARRANT AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED TO EFFECTUATE SUCH TRANSACTION. WARRANT AGREEMENT To Purchase 2,000,000 Shares of Common Stock Dated as of ___________, 1999 ZAP.COM CORPORATION a Nevada Corporation Issue Date: ____________, 1999 THIS CERTIFIES THAT, AMERICAN INTERNETWORK SPORTS COMPANY, LLC ("American Internetw

Zap Com Corp – REGISTRATION RIGHTS AGREEMENT (July 2nd, 1999)

1 EXHIBIT 10.4 (FORM OF) REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of ________, 1999, between ZAPATA CORPORATION, a Nevada corporation ("Zapata"), and ZAP.COM CORPORATION, a Nevada corporation (the "Company"). R E C I T A L S: A. Zapata is the record and beneficial owner of 50,000,000 shares of the Company's common stock. B. Pursuant to an Investment and Distribution of even date herewith between Zapata and the Company. Zapata has acquired from the Company 10,000 shares of Series A preferred stock and 70,000 shares of Series B Preferred Stock. C. Under the Investment and Distribution Agreement the Company is required to enter into this Agreement and to grant to Zapata certain registration rights applicable to Registrable Secur

Zap Com Corp – RESTATED ARTICLES OF INCORPORATION (July 2nd, 1999)

1 EXHIBIT 3.1 (FORM OF) RESTATED ARTICLES OF INCORPORATION OF ZAP.COM CORPORATION Pursuant to the provisions of Section 78.403 of the Nevada Revised Statutes, ZAP.COM CORPORATION (the "Corporation") hereby adopts the following Restated Articles of Incorporation. ARTICLE I NAME The name of the corporation shall be ZAP.COM Corporation. ARTICLE II RESIDENT AGENT The name and address of the Corporation's initial resident agent is John P. Fowler, Marshall Hill Cassas & de Lipkau, 333 Holcomb Avenue, Suite 300, Reno, Nevada 89502. The Corporation may, from time to time, in the manner provided by law, change the resid

Zap Com Corp – INVESTMENT AND DISTRIBUTION AGREEMENT (July 2nd, 1999)

1 EXHIBIT 10.1 (FORM OF) INVESTMENT AND DISTRIBUTION AGREEMENT This INVESTMENT AND DISTRIBUTION AGREEMENT ("Agreement") is entered into as of _______, 1999, by and between ZAPATA CORPORATION, a Nevada corporation ("Zapata"), and ZAP.COM CORPORATION, a Nevada corporation ("ZAP.COM" or the "Company"). R E C I T A L S: A. Zapata, a public company whose common shares are traded on the New York Stock Exchange, owns 1,000 shares of ZAP.COM's common stock, no par value, constituting all of the issued and outstanding common stock of ZAP.COM. B. Zapata desires to pursue Internet related opportunities through ZAP.COM and has determined to invest $8,000,000 in ZAP.COM to fund its start-up costs and anticipated operating losses and for general corporate purposes, provided that ZAP.COM first recapitalizes

Zap Com Corp – FORM OF TAX SHARING AND INDEMNITY AGREEMENT (July 2nd, 1999)

1 EXHIBIT 10.3 FORM OF TAX SHARING AND INDEMNITY AGREEMENT This TAX SHARING AND INDEMNITY AGREEMENT (the "Agreement"), dated as of this ___ day of ______, 1999, by and between ZAPATA CORPORATION ("Zapata"), a Nevada corporation, and ZAP.COM CORPORATION ("ZAP.COM"), a Nevada corporation. R E C I T A L S: A. Zapata, a public company, whose common shares are traded on the New York Stock Exchange, owns 50,000,000 shares of ZAP.COM's common stock, par value $.001 per share, constituting [ %] of the issued and outstanding common stock of ZAP.COM and 10,000 shares of Series A Preferred Stock and 70,000 shares of Series B Preferred Stock. B. Zapata is the parent of an affiliated group of corporations, including Zap.Com, that join in filing consolidated federal Tax Returns and certain consolidated, combined or unitary state income

Zap Com Corp – FORM OF TAX INDEMNITY AGREEMENT (April 13th, 1999)

1 EXHIBIT 10.3 FORM OF TAX INDEMNITY AGREEMENT This TAX INDEMNITY AGREEMENT (the "Agreement"), dated as of this ___ day of May, 1999, by and between ZAPATA CORPORATION ("Zapata"), a Delaware corporation, and ZAP.COM CORPORATION ("ZAP.COM"), a Nevada corporation. R E C I T A L S: A. Zapata, a public company, whose common shares are traded on the New York Stock Exchange, owns [36,388,000] shares of ZAP.COM's common stock, par value $.01 per share, constituting all of the issued and outstanding common stock of ZAP.COM. B. Simultaneously with the execution hereof, Zapata will contribute $8,000,000 to ZAP.COM in exchange for 10,000 shares of Series A preferred stock and transferable rights (the "Rights") to purchase at $8.00 per share (the "Rights Offering") an aggregate of up to 13,602,000 shares of ZAP.COM common stock. Holders of

Zap Com Corp – FORM OF SERVICES AGREEMENT (April 13th, 1999)

1 EXHIBIT 10.2 FORM OF SERVICES AGREEMENT This SERVICES AGREEMENT ("Agreement") is entered into as of __________, 1999 (the "Effective Date") by and between ZAPATA CORPORATION, a Delaware corporation ("Zapata"), and ZAP.COM CORPORATION, a Nevada corporation ("ZAP.COM"). R E C I T A L S: A. Prior to execution of this Agreement, ZAP.COM was a wholly-owned subsidiary of Zapata. B. Zapata and ZAP.COM have commenced on this date a Rights Offering and, as a result of the Rights Offering or a separate dividend by Zapata of ZAP.COM common stock, ZAP.COM expects to become a publicly traded company, with Zapata as its majority stockholder. The Rights Offering and Stock Distribution are more fully described in a registration statement on Form S-1 (Registration No. ) filed with the Securities and Exchange Commission (the "Rights Offering

Zap Com Corp – DISTRIBUTION AGREEMENT (April 13th, 1999)

1 EXHIBIT 10.1 (FORM OF) DISTRIBUTION AGREEMENT This DISTRIBUTION AGREEMENT ("Distribution Agreement") is entered into as of _______, 1999, by and between ZAPATA CORPORATION, a Delaware corporation ("Zapata"), and ZAP.COM CORPORATION, a Nevada corporation ("ZAP.COM" or the "Company"). R E C I T A L S: A. Zapata, a public company, whose common shares are traded on the New York Stock Exchange, owns 36,388,000 shares of ZAP.COM's common stock, no par value, constituting all of the issued and outstanding common stock of ZAP.COM. B. Zapata desires to pursue Internet related opportunities through ZAP.COM and has determined to invest $8,000,000 in ZAP.COM to fund its start-up costs and anticipated operating losses and for general corporate purposes, provided that ZAP.COM first recapitalizes by (

Zap Com Corp – AMENDED AND RESTATED ARTICLES OF INCORPORATION (April 13th, 1999)

1 EXHIBIT 3.1 (FORM OF) AMENDED AND RESTATED ARTICLES OF INCORPORATION OF ZAP.COM CORPORATION Pursuant to the provisions of Section 78.403 of the Nevada Revised Statutes, ZAP.COM CORPORATION (the "Corporation") hereby adopts the following Restated Articles of Incorporation. ARTICLE I NAME The name of the corporation shall be ZAP.COM Corporation. ARTICLE II RESIDENT AGENT The name and address of the Corporation's initial resident agent is John P. Fowler, Marshall Hill Cassas & de Lipkau, 333 Holcomb Avenue, Suite 300, Reno, Nevada 89502. The Corporation may, from time to time, in the manner provided by law, change the r

Zap Com Corp – REGISTRATION RIGHTS AGREEMENT (April 13th, 1999)

1 EXHIBIT 10.4 (FORM OF) REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of ________, 1999, between ZAPATA CORPORATION, a Delaware corporation ("Zapata"), and ZAP.COM CORPORATION, a Nevada corporation (the "Company"). R E C I T A L S: A. Zapata is the owner of 10,000 shares of the Company's Series A preferred stock and 36,038,000 shares of common stock, ("Common Stock"), of the Company. B. The Company has requested and Zapata has agreed to assist it in conducting a Rights Offering to Zapata's stockholders. C. In partial consideration for the consent of Zapata to the Rights Offering by the Company, the Company has, among other things, agreed to grant to Zapata certain registration rights applicable to Registrable Securities (as defined bel