FORM OF SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Among RIBBON COMMUNICATIONS INC. and THE STOCKHOLDERS OF RIBBON COMMUNICATIONS INC. THAT ARE PARTIES HERETO Dated as of August 12, 2022Registration Rights Agreement • August 16th, 2022 • Ribbon Communications Inc. • Services-computer integrated systems design • Delaware
This SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 12, 2022, is made by and among (i) Ribbon Communications Inc., a Delaware corporation (the “Company”), (ii) JPMC Heritage Parent LLC, a Delaware limited liability company (“JPMC”), and Heritage PE (OEP) III, L.P., a Cayman Islands exempted limited partnership (together with JPMC, the “OEP Stockholders”), (iii) Swarth Investments Ltd., a company incorporated under the Laws of Guernsey (the “Swarth Stockholder”), (iv) each of the other purchasers (collectively, with the OEP Stockholders and the Swarth Stockholder, the “Purchasers”) party to the Securities Purchase Agreement (as defined below) and (v) any other stockholder who from time to time becomes a party to this Agreement by execution of a joinder agreement in the form of Exhibit A hereto (a “Joinder Agreement”) in accordance with Section 3.07 (collectively, the “Stockholders”).
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • August 16th, 2022 • Ribbon Communications Inc. • Services-computer integrated systems design • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 12, 2022, by and among Ribbon Communications Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
