Form Of Registration Rights Agreement Sample Contracts

Livent Corp. – FORM OF REGISTRATION RIGHTS AGREEMENT by and Between LIVENT CORPORATION and THE SHAREHOLDERS PARTY HERETO Dated as of [] (October 1st, 2018)
Zekelman Industries, Inc. – Form of Registration Rights Agreement (September 7th, 2018)

This Registration Rights Agreement (this Agreement) is made as of [ ], 2018, by and among: (i) Zekelman Industries, Inc., a Delaware corporation (the Company); (ii) Alan Zekelman (AZ); (iii) Barry Zekelman (BZ); and (iv) Clayton Zekelman (CZ, and together with AZ and BZ, the Investors, and each, an Investor). The Company and the Investors may be collectively referred to herein as the Parties, and each individually as a Party.

Max-1 Acquisition Corp – Form of Registration Rights Agreement (August 28th, 2018)

This Registration Rights Agreement (this "Agreement") is made and entered into effective as of August __, 2018, among Exicure, Inc., a Delaware corporation (the "Company"), and the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a "Purchaser" and collectively, the "Purchasers"). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.

Atlantic Acquisition Corp. – Form of Registration Rights Agreement (August 27th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the ____ day of August, 2018, by and among HF Food Group, Inc., formerly known as Atlantic Acquisition Corp., a Delaware corporation (the "Company") and the undersigned parties listed under Stockholder on the signature page hereto (each, an "Stockholder" and collectively, the "Stockholders").

My Cloudz, Inc. – [Form of Registration Rights Agreement] (August 16th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 30, 2018 (the "Execution Date"), is entered into by and among GRIDIRON BIONUTRIENTS, INC., a Nevada corporation (the "Company"), and the undersigned buyers (each, a "Buyer" and collectively, the "Buyers"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Securities Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

KLX Energy Services Holdings, Inc. – FORM OF REGISTRATION RIGHTS AGREEMENT by and Among KLX Energy Services Holdings, Inc. And Amin Khoury (August 15th, 2018)

REGISTRATION RIGHTS AGREEMENT, dated as of September [*], 2018 (this Agreement), by and among (i) KLX Energy Services Holdings, Inc., a Delaware corporation (the Company), and (ii) Amin Khoury (together with his permitted transferees, collectively, the Shareholder).

KLX Energy Services Holdings, Inc. – FORM OF REGISTRATION RIGHTS AGREEMENT by and Among KLX Energy Services Holdings, Inc. And Thomas P. McCaffrey (August 15th, 2018)

REGISTRATION RIGHTS AGREEMENT, dated as of September [*], 2018 (this Agreement), by and among (i) KLX Energy Services Holdings, Inc., a Delaware corporation (the Company), and (ii) Thomas P. McCaffrey (together with his permitted transferees, collectively, the Shareholder).

Gores Holdings III, Inc. – Form of Registration Rights Agreement (August 10th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of [*], 2018, is made and entered into by and among Gores Holdings III, Inc., a Delaware corporation (the Company), Gores Sponsor III LLC, a Delaware limited liability company (the Sponsor), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a Holder and collectively the Holders).

Riviera Resources, LLC – Form of Registration Rights Agreement (July 19th, 2018)

This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this Agreement) is made and entered into as of [ ], 2018, by and among Riviera Resources, Inc., a Delaware corporation (the Company), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto.

Arlo Technologies, Inc. – Form of Registration Rights Agreement (July 6th, 2018)

This REGISTRATION RIGHTS AGREEMENT, dated as of [], 2018 (this Agreement), is made by and among NETGEAR, Inc., a Delaware corporation (NETGEAR), and Arlo Technologies, Inc., a Delaware corporation (Arlo).

LF Capital Acquisition Corp. – Form of Registration Rights Agreement (June 18th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June ___, 2018, is made and entered into by and among LF Capital Acquisition Corp., a Delaware corporation (the "Company"), Level Field Capital, LLC, a Delaware limited liability company (the "Sponsor"), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

LF Capital Acquisition Corp. – Form of Registration Rights Agreement (June 13th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June ___, 2018, is made and entered into by and among LF Capital Acquisition Corp., a Delaware corporation (the "Company"), Level Field Capital, LLC, a Delaware limited liability company (the "Sponsor"), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

Charah Solutions, Inc. – Form of Registration Rights Agreement (May 18th, 2018)

This Registration Rights Agreement (this Agreement) is made and entered into as of [*], 2018, by and among Charah Solutions, Inc., 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).

Lola One Acquisition Corp – FORM OF Registration Rights Agreement (May 2nd, 2018)

This Registration Rights Agreement (this "Agreement") is made and entered into effective as of ___, 2018, among Lola One Acquisition Corporation (to be renamed Amesite Inc.), a Delaware corporation (the "Company"), the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a "Purchaser" and collectively, the "Purchasers"), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the "Brokers"), the persons or entities identified on Schedule 2 hereto holding Merger Shares and the persons or entities identified on Schedule 3 hereto holding Registrable Pre-Merger Shares. Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.

Vrio Corp. – Form of Registration Rights Agreement (April 5th, 2018)

This REGISTRATION RIGHTS AGREEMENT, dated as of April , 2018 (this Agreement), is by and between Vrio Corp., a Delaware corporation ( the Company), and AT&T Inc., a Delaware corporation (together with its Subsidiaries other than the Company and its Subsidiaries, AT&T).

Pure Acquisition Corp. – Form of Registration Rights Agreement (March 22nd, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of [ ], 2018, is made and entered into by and among Pure Acquisition Corp., a Delaware corporation (the Company), HighPeak Pure Acquisition, LLC, a Delaware limited liability company (the Sponsor), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a Holder and collectively the Holders).

Terrapin 4 Acquisition Corp – Form of Registration Rights Agreement (March 19th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [__], 2018, is made and entered into by and among Terrapin 4 Acquisition Corporation, a Delaware corporation (the "Company"), Terrapin 4 Sponsor Partnership, LLC (the "Sponsor") and Terrapin Partners Employee Partnership 4, LLC ("Terrapin Employee Partnership"), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

Integrity Applications, Inc. – Form of Registration Rights Agreement (March 7th, 2018)

This Registration Rights Agreement (this "Agreement") is made and entered into as of _____________, 2017, by and among Integrity Applications, Inc., a Delaware corporation (the "Company"), and each of the several purchasers signatory hereto (each such purchaser, a "Purchaser" and, collectively, the "Purchasers").

S&W Seed Company – Form of Registration Rights Agreement (February 7th, 2018)

This REGISTRATION RIGHTS AGREEMENT ("Agreement"), dated as of December 22, 2017, is made by and between S&W Seed Company, a Nevada corporation (the "Company"), and MFP Partners, L.P., a Delaware limited partnership (the "Investor").

Gas Ships Ltd – Form of Registration Rights Agreement (February 7th, 2018)

This Registration Rights Agreement (as amended from time to time, this "Agreement"), dated as of , 2018, is made by and between Gas Ships Limited, a Marshall Islands corporation (the "Company"), DryShips Inc., a Marshall Islands corporation ("Dryships"), SPII Holdings Inc. ("SPII Holdings"), a Marshall Islands corporation, Sierra Investments Inc., a Marshall Islands corporation ("Sierra") and Mountain Investments Inc., a Marshall Islands corporation ("Mountain") (together the "Parties"). DryShips, SPII Holdings, Sierra and Mountain shall be referred to together as the "Holders" and individually a "Holder".

Knight Knox Development Corp. – Form of Registration Rights Agreement (February 1st, 2018)

This Agreement is made pursuant to the Subscription Agreement, dated as of the date hereof, between the Company and each Purchaser (the "Subscription Agreement").

Gores Holdings III, Inc. – Form of Registration Rights Agreement (January 16th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of [*], 2018, is made and entered into by and among Gores Holdings III, Inc., a Delaware corporation (the Company), Gores Sponsor III LLC, a Delaware limited liability company (the Sponsor), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a Holder and collectively the Holders).

ADT, Inc. – FORM OF REGISTRATION RIGHTS AGREEMENT Dated as of January [*], 2018 Between PRIME SECURITY SERVICES TOPCO PARENT, L.P. AND ADT INC. (January 16th, 2018)

REGISTRATION RIGHTS AGREEMENT (the Agreement), dated as of January [*], 2018, among Prime Security Services TopCo Parent, L.P. (Prime Parent) and ADT Inc. (the Company).

Crescent Funding Inc. – Form of Registration Rights Agreement (January 12th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of [*], 2018, is made and entered into by and among Crescent Funding Inc., a Delaware corporation (the Company), and CFI Sponsor LLC, a Delaware limited liability company (the Sponsor, together with the other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a Holder and collectively the Holders).

FORM OF REGISTRATION RIGHTS AGREEMENT by and Among ASSURANT, INC. And THE TPG STOCKHOLDERS Dated as of [*], 2018 (January 9th, 2018)

THIS REGISTRATION RIGHTS AGREEMENT, dated as of [*], 2018 (this Agreement), is by and among Assurant, Inc., a Delaware corporation (the Company), and the undersigned stockholders of the Company (such undersigned stockholders, the TPG Stockholders).

Leisure Acquisition Corp. – Form of Registration Rights Agreement (November 28th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [_______], 2017, is made and entered into by and among Leisure Acquisition Corp., a Delaware corporation (the " Company"), Hydra Management, LLC ("Hydra Sponsor"), Matthews Lane Capital Partners LLC ("MLCP Sponsor" and collectively with Hydra Sponsor, the "Sponsors"), HG Vora Special Opportunities Master Fund, Ltd. (the "Strategic Investor") and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsors, the Strategic Investor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

South American Properties, Inc. – Form of Registration Rights Agreement (November 6th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of [__________], by and among The Chron Organization, Inc., a Nevada corporation, its successors and assigns (the "Company"), and the undersigned (the "Investor").

Leisure Acquisition Corp. – Form of Registration Rights Agreement (November 3rd, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [_______], 2017, is made and entered into by and among Leisure Acquisition Corp., a Delaware corporation (the " Company"), Hydra Management, LLC ("Hydra Sponsor"), Matthews Lane Capital Partners LLC ("MLCP Sponsor" and collectively with Hydra Sponsor, the "Sponsors"), HG Vora Special Opportunities Master Fund, Ltd. (the "Strategic Investor") and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsors, the Strategic Investor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

FORM OF REGISTRATION RIGHTS AGREEMENT by and Among ASSURANT LTD. And THE TPG SHAREHOLDERS Dated as of [], 201[] (October 18th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT, dated as of [], 201[] (this Agreement), is by and among Assurant Ltd., a Bermuda exempted company (the Company), and the undersigned shareholders of the Company (such undersigned shareholders, the TPG Shareholders).

FORM OF REGISTRATION RIGHTS AGREEMENT by and Among ASSURANT LTD. And THE TPG SHAREHOLDERS Dated as of [], 201[] (October 18th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT, dated as of [], 201[] (this Agreement), is by and among Assurant Ltd., a Bermuda exempted company (the Company), and the undersigned shareholders of the Company (such undersigned shareholders, the TPG Shareholders).

Max-1 Acquisition Corp – Form of Registration Rights Agreement (October 2nd, 2017)

This Registration Rights Agreement (this Agreement) is made and entered into effective as of , among Max-1 Acquisition Corporation (to be renamed Exicure, Inc.), a Delaware corporation (the Company), the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a Purchaser and collectively, the Purchasers), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the Brokers), the persons or entities identified on Schedule 2 hereto holding Merger Shares and the persons or entities identified on Schedule 3 hereto holding Registrable Pre-Merger Shares. Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.

Vici Properties Inc. – Vici Properties Inc. Form of Registration Rights Agreement (September 28th, 2017)

This REGISTRATION RIGHTS AGREEMENT (this Agreement) is made and entered into as of [*], 2017 by and among (i) VICI Properties Inc., a Maryland corporation (the Company), (ii) the Holders (as defined below) of Company Common Stock (as defined below) listed on Schedule I hereto, (iii) the Holders of Company Preferred Stock (as defined below) listed on Schedule II hereto, and (iii) the Holders of the Convertible Mezz Loans (as defined below) listed on Schedule III hereto. The Company and the Holders are referred to collectively herein as the Parties. Capitalized terms used herein have the meanings set forth in Section 1.

Form of Registration Rights Agreement (September 25th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into effective as of ______ ___, 2017, among Sincerity Applied Materials Holdings Corp., a Nevada corporation (the "Company"), the persons who have purchased the Units and have executed omnibus or counterpart signature page(s) hereto (each, a "Purchaser" and collectively, the "Purchasers"), and the persons or entities identified on Schedule 1 hereto holding Registrable Pre-Acquisition Shares. Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.

Social Capital Hedosophia Holdings Corp. – Form of Registration Rights Agreement (September 1st, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of [*], 2017, is made and entered into by and among Social Capital Hedosophia Holdings Corp., a Cayman Islands exempted company (the "Company"), and SCH Sponsor Corp., a Cayman Islands exempted company (the "Sponsor", together with any other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").

Medgenics Inc – Form of Registration Rights Agreement (August 11th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of [_____], 2017 by and among Aevi Genomic Medicine, Inc., a Delaware corporation (the "Company"), and the several purchasers signatory hereto (each a "Purchaser" and collectively, the "Purchasers").