Amended And Restated Registration Rights Agreement Sample Contracts

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National Energy Services Reunited Corp. – Form of Amended and Restated Registration Rights Agreement (November 16th, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the [*] day of [*], 2017, by and among National Energy Services Reunited Corp., a British Virgin Islands company (the "Company"), NESR Holdings Ltd., a British Virgin Islands company (the "Investor"), and each of the other signatories hereto (each, along with its successors and assignees, an "NPS Investor").

TORM plc – Amended and Restated Registration Rights Agreement (November 15th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of April 14, 2016 By: and among TORM plc, a limited company duly incorporated under the laws of England and Wales with company number 9818726 and registered address at 27 Old Gloucester Street, London, WC1N 3AX, United Kingdom (the "Company"), and the persons identified on Schedule A hereto (collectively, the "Investors" and, each individually, an "Investor") and any parties identified on the signature page of any joinder agreements executed and delivered pursuant to Sections 10 and 16 (each, including the Investors, a "Holder" and collectively, the "Holders").

Quanterix Corp – FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and Among Quanterix Corporation and the Investors as Defined Herein Dated as of June 2, 2017 (November 9th, 2017)

This FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the Agreement) is dated as of this 2nd day of June 2017, by and among Quanterix Corporation, a Delaware corporation (the Company), and the persons identified on Schedule A hereto (collectively, the Investors, and each individually, the Investor).

Oragenics, Inc. – Amended and Restated Registration Rights Agreement (November 9th, 2017)

This Registration Rights Agreement (the Agreement) is made and entered into as of this 8th day of November, 2017 by and among Oragenics, Inc., a Florida corporation (the Company), and each of the several holders of Registrable Securities (as defined below) signatory hereto (each such holder, a Holder and, collectively, the Holders). Capitalized terms used herein have the respective meanings ascribed thereto in that certain Securities Purchase Agreement dated November 8, 2017 by and among the Company and the other parties signatory thereto (the Purchase Agreement) unless otherwise defined herein.

Zivo Bioscience, Inc. – Amended and Restated Registration Rights Agreement (October 19th, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into on October 18, 2017 by and between Zivo Bioscience, Inc. (f/k/a Health Enhancement Products, Inc.), a Nevada corporation, with its principal place of business at 2804 Orchard Lake Road, Suite 202, Keego Harbor, Michigan 48320 (hereinafter referred to as the "Company"), HEP Investments LLC, a Michigan limited liability company, with its principal place of business at 2804 Orchard Lake Road, Suite 205, Keego Harbor, Michigan 48320 (hereinafter referred to as "Lender"), and Strome Mezzanine Fund LP, a Delaware limited partnership, with its place of business at 100 Wilshire Blvd.; Suite 1750; Santa Monica, California, 90401 (hereafter referred to as "Strome").

SendGrid, Inc. – Sendgrid, Inc. Amended and Restated Registration Rights Agreement (October 18th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of November 17, 2016, by and among SENDGRID, INC., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 3.9 hereof.

ACM Research, Inc. – Second Amended and Restated Registration Rights Agreement (October 18th, 2017)

THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of , 2017, by and among ACM Research, Inc., a Delaware corporation (the Company), Shengxin (Shanghai) Management Consulting Limited Partnership (SMC), Xinxin (Hongkong) Capital Co., Limited and Victorious Way Limited. Certain capitalized terms used herein are defined in Section 1.

EWT Holdings I Corp. – SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and Among EVOQUA WATER TECHNOLOGIES CORP., THE AEA INVESTORS, MANAGEMENT INVESTORS, RELATIONSHIP INVESTORS and ADDITIONAL INVESTORS Dated as of October 16, 2017 (October 17th, 2017)

SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of October 16, 2017 (as amended, modified or supplemented from time to time, this Agreement), by and among (i) Evoqua Water Technologies Corp. (f/k/a EWT Holdings I Corp.), a Delaware corporation (the Company) , (ii) the AEA Investors (as defined herein), (iii) the parties identified on Schedule I hereto as Management Investors (together with their respective Permitted Transferees and each party who executes a joinder to this Agreement (or has executed a joinder to the Original Agreement or the First A&R Agreement (each as defined below)) agreeing to be bound by and comply with the applicable terms, conditions and provisions hereof from time to time, the Management Investors), (iv) the parties identified on Schedule I hereto as Additional Investors (together with their respective Permitted Transferees and each party who executes a joinder to this Agreement (or has executed a joinder to the Original Agreement or the Fir

Switch, Inc. – Amended and Restated Registration Rights Agreement (October 11th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of October 5, 2017 by and among Switch, Ltd., a Nevada limited-liability company (the Company), Switch, Inc., a Nevada corporation (the Corporation), and each Person that holds Common Units (defined below) that has signed this Agreement (such Persons, collectively, the Members).

OptiNose, Inc. – First Amendment to the Second Amended and Restated Registration Rights Agreement of Optinose, Inc. (October 11th, 2017)

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Amendment), dated as of October 2, 2017, by and among OptiNose, Inc., a Delaware corporation (the Company), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages thereto (collectively, the Investors).

OptiNose, Inc. – First Amendment to the Second Amended and Restated Registration Rights Agreement of Optinose, Inc. (October 3rd, 2017)

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Amendment), dated as of October 2, 2017, by and among OptiNose, Inc., a Delaware corporation (the Company), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages thereto (collectively, the Investors).

OptiNose, Inc. – OPTINOSE, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of March 24, 2017 (September 18th, 2017)

This Second Amended and Restated Registration Rights Agreement (this Agreement) is made as of March 24, 2017, by and among OPTINOSE, INC., a Delaware corporation (the Company), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages hereto (collectively, the Investors).

TORM plc – Amended and Restated Registration Rights Agreement (September 8th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of April 14, 2016 By: and among TORM plc, a limited company duly incorporated under the laws of England and Wales with company number 9818726 and registered address at 27 Old Gloucester Street, London, WC1N 3AX, United Kingdom (the "Company"), and the persons identified on Schedule A hereto (collectively, the "Investors" and, each individually, an "Investor") and any parties identified on the signature page of any joinder agreements executed and delivered pursuant to Sections 10 and 16 (each, including the Investors, a "Holder" and collectively, the "Holders").

Switch, Inc. – Amended and Restated Registration Rights Agreement (September 8th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of [], 2017 by and among Switch, Ltd., a Nevada limited liability company (the Company), Switch, Inc., a Nevada corporation (the Corporation), and each Person identified on the Schedule of Investors attached hereto as of the date hereof (such Persons, collectively, the Original Members).

Surgery Partners, Inc. – Amended and Restated Registration Rights Agreement by and Among Surgery Partners, Inc., Certain Stockholders of Surgery Partners, Inc. And Certain Other Parties Hereto. Dated as of August 31, 2017 (September 1st, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made as of August 31, 2017 by and among Surgery Partners, Inc., a Delaware corporation (the Company), BCPE Seminole Holdings LP, a Delaware limited partnership (Bain), and each other Stockholder party hereto as listed on the signature pages to this Agreement or who becomes a party hereto pursuant to Section 4.1 (each, individually, a Stockholder and together, the Stockholders).

Surgery Partners, Inc. – Amended and Restated Registration Rights Agreement by and Among Surgery Partners, Inc., Certain Stockholders of Surgery Partners, Inc. And Certain Other Parties Hereto. Dated as of August 31, 2017 (September 1st, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made as of August 31, 2017 by and among Surgery Partners, Inc., a Delaware corporation (the Company), BCPE Seminole Holdings LP, a Delaware limited partnership (Bain), and each other Stockholder party hereto as listed on the signature pages to this Agreement or who becomes a party hereto pursuant to Section 4.1 (each, individually, a Stockholder and together, the Stockholders).

Pacific Special Acquisition Corp. – Amended and Restated Registration Rights Agreement (August 24th, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of August 18, 2017, by and among Pacific Special Acquisition Corp., a British Virgin Islands company with limited liability, which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) as "Borqs Technologies, Inc." (including any successor entity thereto, the "Company"), and the undersigned parties listed under Investor on the signature page hereto (each, an "Investor" and collectively, the "Investors").

SendGrid, Inc. – Sendgrid, Inc. Amended and Restated Registration Rights Agreement (August 21st, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of November 17, 2016, by and among SENDGRID, INC., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 3.9 hereof.

Amended and Restated Registration Rights Agreement (August 14th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 11, 2017, is by and among MagneGas Corporation, a Delaware corporation with offices located at 11885 44th St. N. Clearwater, FL 33762 (the "Company"), and the undersigned buyers (each, a "Buyer," and collectively, the "Buyers").

Quintana Energy Services Inc. – Amended and Restated Registration Rights Agreement (August 9th, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made and entered into as of December 16, 2016 among Quintana Energy Services LP, a Delaware limited partnership (the Partnership), Quintana Energy Services GP LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner and, together with the Partnership, the QES Parties), QES Holdco LLC, a Delaware limited liability company (QES Holdco), Archer Holdco LLC, a Texas limited liability company (Archer Holdco), Geveran Investments Limited, a limited company registered in Cyprus (Fredriksen Investor), and Robertson QES Investment LLC, a Delaware limited liability company (Robertson Investor and, together with Archer Holdco and the Fredriksen Investor, the Investors and each individually, an Investor).

Amended and Restated Registration Rights Agreement (August 1st, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made as of July 31, 2017, by and among Invitae Corporation, a Delaware corporation (the Company), and the persons listed on the attached Schedule A, each of whom is an Investor (each a Pre-IPO Investor and collectively the Pre-IPO Investors) under that certain Fifth Amended and Restated Investors Rights Agreement made as of August 26, 2014 among the Company and the various Pre-IPO Investors party thereto (as amended to date, the Prior Agreement), with each such Pre-IPO Investor listed on the attached Schedule A referred to herein as an Investor and collectively as the Investors. This Agreement shall be effective, and shall supersede and replace the Prior Agreement, upon execution by the Company and the holders of a majority of the Registrable Securities then outstanding (as defined in the Prior Agreement). Notwithstanding any provision herein to the contrary, the Company may unilaterally amend the attached Sche

Amended and Restated Registration Rights Agreement (August 1st, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made as of July 31, 2017, by and among Invitae Corporation, a Delaware corporation (the Company), and the persons listed on the attached Schedule A, each of whom is an Investor (each a Pre-IPO Investor and collectively the Pre-IPO Investors) under that certain Fifth Amended and Restated Investors Rights Agreement made as of August 26, 2014 among the Company and the various Pre-IPO Investors party thereto (as amended to date, the Prior Agreement), with each such Pre-IPO Investor listed on the attached Schedule A referred to herein as an Investor and collectively as the Investors. This Agreement shall be effective, and shall supersede and replace the Prior Agreement, upon execution by the Company and the holders of a majority of the Registrable Securities then outstanding (as defined in the Prior Agreement). Notwithstanding any provision herein to the contrary, the Company may unilaterally amend the attached Sche

Quanterix Corp – FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and Among Quanterix Corporation and the Investors as Defined Herein Dated as of June 2, 2017 (July 21st, 2017)

This FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the Agreement) is dated as of this 2nd day of June 2017, by and among Quanterix Corporation, a Delaware corporation (the Company), and the persons identified on Schedule A hereto (collectively, the Investors, and each individually, the Investor).

WildHorse Resource Development Corp – Amended and Restated Registration Rights Agreement (July 7th, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement), dated as of June 30, 2017, is entered into by and among WildHorse Resource Development Corporation, a Delaware corporation (the Company), and each of the other parties listed on the signature pages hereto (the Initial Holders and, together with the Company, the Parties).

Clementia Pharmaceuticals Inc. – SECOND Amended and Restated REGISTRATION RIGHTS AGREEMENT (June 30th, 2017)

WHEREAS certain of the Investors are parties to an Amended and Restated Registration Rights Agreement dated as of June 22, 2015 by and among the Corporation and such Investors (the "Prior Agreement" and such Investors, the "Existing Investors");

Quintana Energy Services Inc. – Amended and Restated Registration Rights Agreement (June 26th, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) is made and entered into as of December 16, 2016 among Quintana Energy Services LP, a Delaware limited partnership (the Partnership), Quintana Energy Services GP LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner and, together with the Partnership, the QES Parties), QES Holdco LLC, a Delaware limited liability company (QES Holdco), Archer Holdco LLC, a Texas limited liability company (Archer Holdco), Geveran Investments Limited, a limited company registered in Cyprus (Fredriksen Investor), and Robertson QES Investment LLC, a Delaware limited liability company (Robertson Investor and, together with Archer Holdco and the Fredriksen Investor, the Investors and each individually, an Investor).

OptiNose, Inc. – OPTINOSE, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of March 24, 2017 (June 26th, 2017)

This Second Amended and Restated Registration Rights Agreement (this Agreement) is made as of March 24, 2017, by and among OPTINOSE, INC., a Delaware corporation (the Company), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages hereto (collectively, the Investors).

Kala Pharmaceuticals, Inc. – KALA PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT April 6, 2016 (June 23rd, 2017)

This Third Amended and Restated Registration Rights Agreement, dated as of April 6, 2016 (this Agreement), is entered into by and among Kala Pharmaceuticals, Inc., a Delaware corporation (the Company), the individuals and entities listed on Schedule A attached hereto (collectively, the Investors and each individually, an Investor) and the individual listed on Schedule B attached hereto (the Key Holder, and together with the Investors, the Stockholders).

Amended and Restated Registration Rights Agreement (June 6th, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of June 6, 2017, by and among OpGen, Inc., a Delaware corporation (the "Company"), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an "Investor."

Gardner Denver Holdings, Inc. – Amended and Restated Registration Rights Agreement (May 17th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 17, 2017, is by and among KKR Renaissance Aggregator L.P., a Delaware limited partnership (the "Partnership"), KKR Renaissance Aggregator GP LLC, a Delaware limited liability company and the general partner of the Partnership ("GP"), Gardner Denver Holdings, Inc. (formerly known as Renaissance Parent Corp.), a Delaware corporation (the "Corporation"), and each of the parties hereto. Each of the Persons listed on the signature pages hereto (other than GP) and any other Person who may become a party hereto pursuant to Section 11(c) are referred to individually as a "Shareholder" and collectively as the "Shareholders".

JELD-WEN Holding, Inc. – Amendment No. 1 to Amended and Restated Registration Rights Agreement (May 15th, 2017)

THIS AMENDMENT NO. 1 to the Amended and Restated Registration Rights Agreement (this Amendment) is entered into as of May 12, 2017, by and between JELD-WEN Holding, Inc., a Delaware corporation (the Company), and Onex Partners III LP, Onex BP Co-Invest LP, Onex Partners III GP LP, Onex US Principals LP, Onex Partners III PV LP, OAH Wind LLC, BP EI II LLC, Onex Partners III Select LP, and Onex Advisor Subco III LLC (collectively, the Onex Shareholders), to amend the Amended and Restated Registration Rights Agreement, dated as of January 24, 2017 (the Registration Rights Agreement) by and among the Company, the Onex Shareholders and the other Holders party thereto.

Affinion Group Holdings, Inc. – Amended and Restated Registration Rights Agreement (May 12th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of March 31, 2017, and effective as of, and conditioned on, the consummation of the Exchange Offers, is entered into by and among Affinion Group Holdings, Inc., a Delaware corporation (the "Company") and the holders party to the Old Registration Rights Agreement (as defined below) and the holders listed on Schedule I hereto (each a "Holder" and, collectively, the "Holders").

SMART Global Holdings, Inc. – SMART GLOBAL HOLDINGS, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of November 5, 2016 (May 11th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (as may be amended, supplemented, restated or modified from time to time, this Agreement) is made as of November 5, 2016, by and among SMART Global Holdings, Inc. (f/k/a Saleen Holdings, Inc.), a Cayman Islands exempted company, Silver Lake Partners III Cayman (AIV III), L.P., a Cayman Islands exempted limited partnership (the SLP Investor), Silver Lake Technology Investors III Cayman, L.P., a Cayman Islands exempted limited partnership (the SLP Co-Investor), Silver Lake Sumeru Fund Cayman, L.P., a Cayman Islands exempted limited partnership (the SLS Investor), Silver Lake Technology Investors Sumeru Cayman, L.P., a Cayman Islands exempted limited partnership (the SLS Co-Investor), Mr. Ajay B. Shah, an individual (Mr. Shah), Krishnan-Shah Family Partners, L.P., Fund No. 1, a California limited partnership (Shah Fund 1), Krishnan-Shah Family Partners, L.P., Fund No. 3, a California limited partnership (Shah Fund 3), Krishnan-Shah F

Amended and Restated Registration Rights Agreement (May 10th, 2017)

This Amended and Restated Registration Rights Agreement (as amended, supplemented or otherwise modified from time to time, this "Agreement"), dated as of April 20, 2017, is made by and among:

Amended and Restated Registration Rights Agreement (May 5th, 2017)

This Amended and Restated Registration Rights Agreement (the "Agreement") is made and entered into as of this ___ day of ______________, 2017 by and among Visualant, Incorporated, a Nevada corporation (the "Company"), and the "Holder" named in that certain Preferred Stock and Warrant Purchase Agreement by and between the Company and the Holder (the "Subscription Agreement"). Capitalized terms used herein have the respective meanings ascribed thereto in the Subscription Agreement unless otherwise defined herein. This Agreement amends, restates and supersedes the original Registration Rights Agreement dated as of November 10, 2016.