Amended And Restated Registration Rights Agreement Sample Contracts

Solid Biosciences, LLC – Amended and Restated Registration Rights Agreement (December 29th, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) dated as of March 29, 2017, is made by and among Solid Biosciences, LLC, a Delaware limited liability company (Solid), and the persons listed on Schedule A (each, an Investor).

Dicerna Pharmaceuticals Inc – First Amendment to Amended and Restated Registration Rights Agreement (December 18th, 2017)

This FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Amendment) is made and entered into this []th day of December, 2017, and amends that certain Amended and Restated Registration Rights Agreement dated as of April 11, 2017 (the Registration Rights Agreement) by and among the Company and the Investors (as defined therein) . Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Registration Rights Agreement.

Double Eagle Acquisition Corp. – Amended and Restated Registration Rights Agreement (December 5th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of November 29, 2017 (this Agreement), is entered into by and among WillScot Corporation, a Delaware corporation (the Company), Sapphire Holding S.a r.1., a Luxembourg societe a responsabilite limitee (together with its affiliates, TDR), and the undersigned parties listed on the signature pages hereto (each, an Investor and collectively, the Investors and together with TDR, each a Holder and collectively, the Holders.) The Company, TDR and the Investors are referred to herein individually as a Party and collectively as the Parties.

Double Eagle Acquisition Corp. – Amended and Restated Registration Rights Agreement (December 5th, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of November 29, 2017 (this Agreement), is entered into by and among WillScot Corporation, a Delaware corporation (the Company), Sapphire Holding S.a r.1., a Luxembourg societe a responsabilite limitee (together with its affiliates, TDR), and the undersigned parties listed on the signature pages hereto (each, an Investor and collectively, the Investors and together with TDR, each a Holder and collectively, the Holders.) The Company, TDR and the Investors are referred to herein individually as a Party and collectively as the Parties.

Forum Merger Corp – Amended and Restated Registration Rights Agreement (December 1st, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of the day of , 2018, by and among FORUM MERGER CORPORATION, a Delaware corporation (the Company), and the parties set forth on Exhibit A hereto (collectively the Investors).

Blueknight Energy – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Between BLUEKNIGHT ENERGY PARTNERS, L.P., ERGON ASPHALT & EMULSIONS, INC., ERGON TERMINALING, INC., and ERGON ASPHALT HOLDINGS, LLC, (December 1st, 2017)

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of December 1, 2017 (this "Agreement"), is entered into by and between Blueknight Energy Partners, L.P., a Delaware limited partnership (the "Partnership"), and Ergon Asphalt & Emulsions, Inc., a Mississippi corporation ("EA&E"), Ergon Terminaling, Inc., a Mississippi corporation ("ETI"), and Ergon Asphalt Holdings, LLC, a Delaware limited liability company ("EAH," and collectively with ETI and EA&E, the "Purchasers").

Forum Merger Corp – Amended and Restated Registration Rights Agreement (December 1st, 2017)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of the day of , 2018, by and among FORUM MERGER CORPORATION, a Delaware corporation (the Company), and the parties set forth on Exhibit A hereto (collectively the Investors).

TORM plc – Amended and Restated Registration Rights Agreement (November 24th, 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").

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).

Solid Biosciences, LLC – Amended and Restated Registration Rights Agreement (August 4th, 2017)

This Amended and Restated Registration Rights Agreement (this Agreement) dated as of March 29, 2017, is made by and among Solid Biosciences, LLC, a Delaware limited liability company (Solid), and the persons listed on Schedule A (each, 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).