Joinder To Registration Rights Agreement Sample Contracts

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JOINDER TO REGISTRATION RIGHTS AGREEMENT by and Among Cliffs Natural Resources Inc., Each of the Guarantors Named Herein and Credit Suisse Securities (USA) LLC as Representative of the Several Initial Purchasers Dated as of August 7, 2017 (August 7th, 2017)

This Joinder to the Agreement (the "RRA Joinder") is made pursuant to the Purchase Agreement, dated July 31, 2017 (the "Purchase Agreement"), by and among the Company, the Guarantors and Credit Suisse Securities (USA) LLC, as representative of the several initial purchasers (the "Initial Purchasers") named in Schedule A thereto, relating to the purchase by the Initial Purchasers of the Company's 5.75% Senior Notes due 2025 (the "Additional Notes"), which are fully and unconditionally guaranteed by the Guarantors (the "Guarantees"). The Additional Notes and the Guarantees attached thereto are herein collectively referred to as the "Additional Securities." The execution and delivery of this RRA Joinder is a condition to the obligations of the Initial Purchasers set forth in Section 7(g) of the Purchase Agreement.

Ar Capital Acquisition – Joinder to Registration Rights Agreement (October 13th, 2016)

This JOINDER (this "Joinder") is made this 7th day of October, 2016 by Axar Master Fund Ltd., a Cayman Islands exempted company (the "Joining Party"), pursuant to that certain Registration Rights Agreement (the "Agreement") dated as of October 1, 2014, by and among AR Capital Acquisition Corp., a Delaware corporation (the "Company"), AR Capital, LLC, a Delaware limited liability company ("AR Capital") and the other individuals party thereto. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of June 26, 2015 by and between Nant Health, LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and Allscripts Healthcare Solutions, Inc., a Delaware corporation (Allscripts).

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of June 20, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and KHealth Holdings, Inc., a Delaware corporation (KHealth).

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of May 1, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and NHealth Holdings, Inc. (NHealth).

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of September 6, 2013 by and between Nant Health, LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and Celgene Corporation, a Delaware corporation (Celgene).

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of March 31, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and BlackBerry Corporation, a Delaware corporation (BlackBerry).

Nant Health, LLC – Amendment of and Joinder to Registration Rights Agreement (May 6th, 2016)

THIS AMENDMENT AND JOINDER (this Amendment and Joinder) is made as of July 9, 2014 by and between Nant Health,LLC, a Delaware limited liability company (the Company), NantWorks, LLC, a Delaware limited liability company (NantWorks), and Blackstone Healthcare Partners II (AIV) L.L.C., a Delaware limited liability company (Blackstone).

Paycom Software, Inc. – Joinder to Registration Rights Agreement (February 22nd, 2016)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into by the Company and the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

Paycom Software, Inc. – Joinder to Registration Rights Agreement (November 6th, 2015)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into by the Company and the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

Paycom Software, Inc. – Joinder to Registration Rights Agreement (November 6th, 2015)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into by the Company and the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

Paycom Software, Inc. – Joinder to Registration Rights Agreement (November 6th, 2015)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into by the Company and the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

Paycom Software, Inc. – Joinder to Registration Rights Agreement (November 6th, 2015)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into by the Company and the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

ESH Hospitality, Inc. – JOINDER TO REGISTRATION RIGHTS AGREEMENT September 29, 2015 (October 27th, 2015)

Reference is made to the Registration Rights Agreement, dated as of November 18, 2013 (the Agreement), by and among Extended Stay America, Inc., a Delaware corporation (Extended Stay), ESH Hospitality, Inc., a Delaware corporation (ESH REIT), the Centerbridge Parties, the Paulson Parties, the Blackstone Parties (together with the Centerbridge Parties and the Paulson Parties, the Investors) and such other Persons as shall hereafter become parties hereto pursuant to the Agreement. Unless otherwise defined herein, capitalized terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

Paycom Software, Inc. – Joinder to Registration Rights Agreement (May 13th, 2015)

This Joinder (the "Joinder"), to the Registration Rights Agreement, dated as of December 30, 2013, by and among Paycom Software, Inc., a Delaware corporation (the "Company"), and certain stockholders of the Company (the "Agreement"), is made and entered into as of March 6, 2015, by and among the Company and each of the undersigned. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.

OneBeacon – Joinder to Registration Rights Agreement (February 27th, 2015)

This Joinder Agreement (this "Joinder Agreement") is made as of the date written below by the undersigned (the "Joining Party") in accordance with the Registration Rights Agreement dated as of November 14, 2006 (the "Registration Rights Agreement") among OneBeacon Insurance Group, Ltd., a Bermuda exempted limited liability company, and White Mountains Insurance Group, Ltd., a Bermuda exempted limited Liability company, as may be amended from time to time. Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the Registration Rights Agreement.

Consolidated Communications Holdings – Consolidated Communications, Inc. 6.50% Senior Notes Due 2022 Joinder to Registration Rights Agreement (November 20th, 2014)

Reference is made to the Registration Rights Agreement dated as of September 18, 2014, as supplemented by a Joinder Agreement dated October 16, 2014 (the "Registration Rights Agreement"), among Consolidated Communications, Inc. (as successor to Consolidated Communications Finance II Co.), the Guarantors named therein and Morgan Stanley & Co. LLC. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Consolidated Communications Holdings – Consolidated Communications Finance Ii Co. 6.50% Senior Notes Due 2022 Joinder to Registration Rights Agreement (October 22nd, 2014)

Reference is made to the Registration Rights Agreement dated as of September 18, 2014, among Consolidated Communications Finance II Co. (the "Issuer") and Morgan Stanley & Co. LLC, as representative of the Initial Purchasers. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Salix Pharmaceuticals, Ltd. 6.00% Senior Notes Due 2021 Joinder to Registration Rights Agreement (January 2nd, 2014)
Kcg Holdings Inc. – GETCO Financing Escrow LLC 8.250% Senior Secured Notes Due 2018 Joinder to Registration Rights Agreement (July 1st, 2013)
Joinder to Registration Rights Agreement (June 13th, 2013)
Iarchives Inc – Contract (June 6th, 2013)
Truven Holding Corp. – Joinder to Registration Rights Agreement (April 15th, 2013)
Consolidated Communications Holdings – Consolidated Communications, Inc. 10.875% Senior Notes Due 2020 Joinder to Registration Rights Agreement (August 9th, 2012)

Reference is made to the Registration Rights Agreement dated as of May 30, 2012, as supplemented by a Joinder Agreement dated July 2, 2012 (the "Registration Rights Agreement"), among Consolidated Communications, Inc. (as successor to Consolidated Communications Finance Co.), the Guarantors named therein and Morgan Stanley & Co. LLC. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Consolidated Communications Holdings – Consolidated Communications Finance Co. 10.875% Senior Notes Due 2020 Joinder to Registration Rights Agreement (July 3rd, 2012)

Reference is made to the Registration Rights Agreement dated as of May 30, 2012 (the "Registration Rights Agreement"), among Consolidated Communications Finance Co. (the "Issuer") and Morgan Stanley & Co. LLC. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Joinder to Registration Rights Agreement (May 9th, 2012)

This JOINDER (this "Joinder") is made this 8th day of May 2012 by Cole A. Sirucek (the "Joining Party") pursuant to that certain Registration Rights Agreement (the "Agreement") dated May 12, 2011 among Global Eagle Acquisition Corp., a Delaware corporation (the "Company"), Global Eagle Acquisition LLC, a Delaware limited liability company (the "Sponsor"), and the other individuals party thereto. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.

Ur Financing Escrow Corporation 7.625% Senior Notes Due 2022 Joinder to Registration Rights Agreement (May 3rd, 2012)

Reference is made to the Registration Rights Agreement dated as of March 9, 2012, among UR Financing Escrow Corporation (the Issuer) and Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the Initial Purchasers. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Ur Financing Escrow Corporation 7.375% Senior Notes Due 2020 Joinder to Registration Rights Agreement (May 3rd, 2012)

Reference is made to the Registration Rights Agreement dated as of March 9, 2012, among UR Financing Escrow Corporation (the Issuer) and Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the Initial Purchasers. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Ur Financing Escrow Corporation 5.75% Senior Secured Notes Due 2018 Joinder to Registration Rights Agreement (May 3rd, 2012)

Reference is made to the Registration Rights Agreement dated as of March 9, 2012, among UR Financing Escrow Corporation (the Issuer) and Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the Initial Purchasers. Capitalized terms used in this Joinder Agreement without definition have the respective meanings given to them in the Registration Rights Agreement.

Applied DNA Sciences – Joinder to Registration Rights Agreement (November 26th, 2010)

WHEREAS, as of the date hereof, Applied DNA Sciences, Inc., a Delaware corporation (the "Company") has issued and sold to Investor in a private placement transaction (the "Offering") a senior secured convertible note (the "Investor Note"), which may be convertible into shares of the Company's common stock, $0.001 par value per share (the "Common Stock") in accordance with the terms of the Investor Note;

Joinder to Registration Rights Agreement (October 21st, 2010)

Reference is made to the Registration Rights Agreement (the Registration Rights Agreement) dated as of October 19, 2010 by and among Blue Acquisition Sub, Inc., a Delaware corporation (Merger Sub), and J.P. Morgan Securities LLC (J.P. Morgan), and Barclays Capital Inc., Fifth Third Securities, Inc., Morgan Keegan & Company, Inc. and UniCredit Capital Markets, Inc. and, together with J.P. Morgan, the (Initial Purchasers) concerning the sale by Merger Sub to the Initial Purchasers of $800.0 million aggregate principal amount of Merger Subs 9.875% Senior Notes due 2018 (the Securities). Capitalized terms used herein but not defined herein shall have the meanings assigned to such terms in the Registration Rights Agreement.

Form of Joinder to Registration Rights Agreement (June 1st, 2010)

It is our understanding that the RRAs include (i) that certain Registration Rights Agreement dated as of February 21, 2002 and (ii) that certain Amended and Restated Registration Rights Agreement dated as of October 31, 2000, as amended by that certain First Amendment to Amended and Restated Registration Rights Agreement dated as of March 13, 2001.

National American University Holdings – Joinder to Registration Rights Agreement (May 11th, 2010)

This JOINDER AGREEMENT (this Joinder Agreement), dated as of November 23, 2009, to the Registration Rights Agreement (the Agreement) dated as of November 29, 2007, by and among Camden Learning Corporation, a Delaware corporation (the Company), and the Investors is made by and between the Company and the stockholder listed on the signature page hereof (the Stockholder). All capitalized terms used in this Joinder Agreement without definition shall have the meanings ascribed thereto in the Agreement.

National American University Holdings – Joinder to Registration Rights Agreement (May 11th, 2010)

This JOINDER AGREEMENT (this Joinder Agreement), dated as of November 23, 2009, to the Registration Rights Agreement (the Agreement) dated as of November 29, 2007, by and among Camden Learning Corporation, a Delaware corporation (the Company), and the Investors is made by and between the Company and the stockholder listed on the signature page hereof (the Stockholder). All capitalized terms used in this Joinder Agreement without definition shall have the meanings ascribed thereto in the Agreement.

National American University Holdings – Joinder to Registration Rights Agreement (March 23rd, 2010)

This JOINDER AGREEMENT (this Joinder Agreement), dated as of January 12, 2010, to the Registration Rights Agreement (the Agreement) dated as of November 29, 2007, by and among National American University Holdings, Inc., formerly known as Camden Learning Corporation, a Delaware corporation (the Company) and the Investors is made by and between the Company and the stockholders listed on the signature page hereof (the TRP Stockholders). All capitalized terms used in this Joinder Agreement without definition shall have the meanings ascribed thereto in the Agreement.