Registration Rights Agreement Sample Contracts

Share Cite Term
Link

Embed (HTML)
Excel Global – Pershing Gold Corporation Registration Rights Agreement (December 14th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of December 11, 2017, is made by and between Pershing Gold Corporation, a Nevada corporation (the "Company") and the undersigned investors (each an "Investor" and collectively, the "Investors").

Investview Inc – Registration Rights Agreement (December 13th, 2017)

This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 6, 2017, is by and among Investview, Inc., a company organized under the laws of the State of Nevada, with offices located at 12 South 400 West - Suite 300, Salt Lake City, UT 84101 (the "Company"), and D-Beta One EQ, Ltd., a Cayman Island exempted limited company, with offices at 1012 Springfield Avenue, Mountainside, NJ 07092 (the "Investor").

Stevia First Corp. – Registration Rights Agreement (December 13th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of December 12, 2017, between Vitality Biopharma, Inc., a Nevada corporation (the "Company"), and each of the several purchasers signatory hereto (each such purchaser, a "Purchaser" and, collectively, the "Purchasers").

GigCapital, Inc. – Registration Rights Agreement (December 12th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of the 7th day of December, 2017, by and among GigCapital, Inc., a Delaware corporation (the Company), and the undersigned parties listed under Holders on the signature page hereto (each such party, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2, a Holder and collectively, the Holders).

Registration Rights Agreement (December 12th, 2017)

This Agreement is made pursuant to the Purchase Agreement, dated as of December 4, 2017 (the Purchase Agreement), by and among the Company, the Guarantors and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the Initial Purchasers, (i) for the benefit of the Initial Purchasers and (ii) for the benefit of the holders from time to time of the Securities (as defined below) (including the Initial Purchasers).

Registration Rights Agreement (December 12th, 2017)

Baker Hughes, a GE company, LLC, a Delaware limited liability company ("BHGE LLC" or the "Company") and Baker Hughes Co-Obligor, Inc., a Delaware corporation (the "Co-Issuer" and, together with the Company, the "Issuers"), propose to issue and sell to the several initial purchasers named in Schedule A hereto (the "Initial Purchasers") upon the terms set forth in a purchase agreement, dated December 6, 2017 (the "Purchase Agreement") $1.250 billion aggregate principal amount of the Company's 2.773% Senior Notes due 2022 (the "2022 Notes"), $1.350 billion aggregate principal amount of the Company's 3.337% Senior Notes due 2027 (the "2027 Notes") and $1.350 billion aggregate principal amount of the Company's 4.080% Senior Notes due 2047 (the "2047 Notes" and, together with the 2022 Notes and the 2027 Notes, the "Notes") relating to the initial placement of the Notes (the "Initial Placement"). To satisfy a condition to the obligations of the Initial Purchasers under the Purchase Agreement,

Cormedix Inc – Amendment No. 1 to Registration Rights Agreement (December 11th, 2017)

This AMENDMENT NO. 1 to REGISTRATION RIGHTS AGREEMENT (this "Amendment") is made as of December 11, 2017, by and between (i) CorMedix Inc., a Delaware corporation (the "Company"), and (ii) Elliott International, L.P. and Elliott Associates, L.P. (collectively, "Buyer").

Regalwood Global Energy Ltd. – Registration Rights Agreement (December 11th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of December 5, 2017, by and between Regalwood Global Energy Ltd., a Cayman Islands exempted company (the Company) and CIEP Sponsor Ltd., a Cayman Islands exempted company (the Sponsor).

Pyxis Tankers Inc. – Registration Rights Agreement (December 8th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of December 6, 2017, between Pyxis Tankers Inc., a Marshall Islands corporation (the "Company"), and each of the several purchasers signatory hereto (each such purchaser, a "Purchaser" and, collectively, the "Purchasers").

Cryptosign, Inc. – Registration Rights Agreement (December 8th, 2017)

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 22, 2017, by and between NEW BRIDGE GLOBAL VENTURES, INC., a Delaware corporation (the "Company"), and KODIAK CAPITAL GROUP, LLC, a Delaware limited liability company ("Kodiak" or "Buyer"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the equity purchase agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

REGISTRATION RIGHTS AGREEMENT Dated as of December 7, 2017 by and Among Prudential Financial, Inc. And BARCLAYS CAPITAL INC., GOLDMAN SACHS & CO. LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, CREDIT SUISSE SECURITIES (USA) LLC, MIZUHO SECURITIES USA LLC, MORGAN STANLEY & CO. LLC, WELLS FARGO SECURITIES, LLC, ICBC STANDARD BANK PLC, MUFG SECURITIES AMERICAS INC., SANTANDER INVESTMENT SECURITIES INC., SMBC NIKKO SECURITIES AMERICA, INC., AND STANDARD CHARTERED BANK (December 8th, 2017)

This Registration Rights Agreement (this Agreement) is made and entered into as of December 7, 2017, by and among Prudential Financial Inc., a New Jersey corporation (the Company) and each of the dealer managers named in Annex A attached to the Dealer Manager Agreement and signatory hereto (as defined below (each such dealer manager, a Dealer Manager and, together, the Dealer Managers).

Registration Rights Agreement (December 8th, 2017)

AGREEMENT made as of December 16, 1985 between JWA Holding Corporation, a Delaware corporation ("Holding"), and the parties set forth on Schedule I attached hereto (collectively, the "Founders").

VERIZON COMMUNICATIONS INC. 3.376% Notes Due 2025 REGISTRATION RIGHTS AGREEMENT (December 8th, 2017)
Digital Power Corporation – Registration Rights Agreement (December 8th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), is by and between Digital Power Corporation, a California corporation (the "Company"), and ____________, a New York limited liability company (the "Holder"), and is made pursuant to that certain Securities Purchase Agreement between the Company and the Holder, dated as of the date hereof (the "Purchase Agreement"). All terms not defined herein shall have such meanings assigned to them in the Purchase Agreement.

NRG ENERGY, INC. $870,000,000 5.75% Senior Notes Due 2028 REGISTRATION RIGHTS AGREEMENT (December 8th, 2017)
Registration Rights Agreement (December 8th, 2017)

THIS AGREEMENT made as of February 4, 1991 between Johnson Worldwide Associates, Inc., a Wisconsin corporation (the "Company"), and Samuel C. Johnson, an individual resident of the State of Wisconsin ("Mr. Johnson").

Honeywell International Inc. Registration Rights Agreement (December 7th, 2017)

Honeywell International Inc., a Delaware corporation (the "Company"), has made offers (the "Exchange Offers") to exchange its 3.812% Senior Notes due 2047 (the "Securities") to be issued pursuant to the indenture dated the date hereof (the "Indenture"), between the Company and Deutsche Bank Trust Company Americas, as trustee (the "Trustee"), and cash in an amount specified in the Exchange Offers for its issued and outstanding (i) 6.625% Debentures due 2028, (ii) 5.70% Senior Notes due 2036, (iii) 5.70% Senior Notes due 2037 and (iv) 5.375% Senior Notes due 2041 (collectively, the "Outstanding Securities") held by eligible holders. The Company agrees with you, for the benefit of the Holders (as defined below), as follows:

REGISTRATION RIGHTS AGREEMENT Dated as of December 6, 2017 by and Among ICAHN ENTERPRISES L.P., ICAHN ENTERPRISES FINANCE CORP., ICAHN ENTERPRISES HOLDINGS L.P. And JEFFERIES LLC (December 6th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of December 6, 2017, by and among Icahn Enterprises L.P., a Delaware limited partnership, as issuer ("Icahn Enterprises"), Icahn Enterprises Finance Corp., a Delaware corporation, as co-issuer ("Icahn Enterprises Finance" and, together with Icahn Enterprises, the "Company"), Icahn Enterprises Holdings L.P., a Delaware limited partnership (the "Guarantor") and Jefferies LLC (the "Initial Purchaser"), who has agreed to purchase $510,000,000 in aggregate principal amount of the Company's 6.250% Senior Notes due 2022 (the "2022 Notes") and $750,000,000 aggregate principal amount of the Company's 6.375% Senior Notes due 2025 (the "2025 Notes" and, together with the 2022 Notes, the "Initial Notes") pursuant to the Purchase Agreement (as defined below). The Initial Notes are to be guaranteed (the "Guarantee" and, together with the Initial Notes, the "Offered Securities") by the Guarantor.

Coherus Biosciences, Inc. Registration Rights Agreement (December 5th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement), is made and entered into as of November 30, 2017, by and between Coherus BioSciences, Inc., a Delaware corporation (the Company), and KBI Biopharma, Inc., a Delaware corporation (the Investor).

Leisure Acquisition Corp. – Registration Rights Agreement (December 5th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 1, 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").

At&T Inc. $2,449,011,000 4.100% Global Notes Due 2028 $3,156,272,000 4.300% Global Notes Due 2030 REGISTRATION RIGHTS AGREEMENT (December 4th, 2017)

AT&T Inc., a Delaware corporation (the Company), has made an offer to (i) exchange the eleven series of notes described in the table set forth on Schedule II issued by the Company, DIRECTV Holdings LLC and DIRECTV Financing Co., Inc. (together, DIRECTV), as applicable (the Pool 1 Notes) for a new series of its senior notes due 2028 (the New 2028 Notes) and (ii) exchange the seven series of notes described in the table set forth on Schedule II issued by the Company or DIRECTV, as applicable (the Pool 2 Notes), for a new series of its senior notes due 2030 (the New 2030 Notes and, together with the New 2028 Notes, the Initial Securities), as set forth in the Offering Memorandum, dated October 30, 2017 (the Offering Memorandum), related thereto. The Initial Securities will be issued upon the terms set forth in the Offering Memorandum, as amended by the Companys Press Release dated November 13, 2017, for which the parties listed on Schedule I hereto have severally agreed to act as dealer m

Starwood Property Trust – Registration Rights Agreement (December 4th, 2017)

This REGISTRATION RIGHTS AGREEMENT dated December 4, 2017 (this Agreement) is entered into by and among Starwood Property Trust, Inc., a Maryland corporation (the Company) and J.P. Morgan Securities LLC (J.P. Morgan), as representative of the initial purchasers (collectively, the Initial Purchasers) named in the Purchase Agreement dated November 27, 2017 (the Purchase Agreement) among the Company, SPT Management, LLC and J.P. Morgan.

Huntington Ingalls Industries – HUNTINGTON INGALLS INDUSTRIES, INC. 3.483% Senior Notes Due 2027 REGISTRATION RIGHTS AGREEMENT (December 4th, 2017)
At&T Inc. $85,856,000 7.120% Global Notes Due 2097 $32,050,000 6.650% Global Notes Due 2095 $45,534,000 7.000% Global Notes Due 2095 $1,750,725,000 5.150% Global Notes Due 2046 $379,000 5.850% Global Notes Due 2045 $8,040,000 5.950% Global Notes Due 2038 $71,388,000 6.000% Global Notes Due 2034 $143,801,000 6.550% Global Notes Due 2034 $148,730,000 7.125% Global Notes Due 2031 $217,786,000 8.250% Global Notes Due 2031 $169,287,000 6.875% Global Notes Due 2031 $216,393,000 8.750% Global Notes Due 2031 $201,852,000 7.875% Global Notes Due 2030 $6,820,000 6.500% Global Notes Due 2029 $95,418,000 (December 4th, 2017)

Memorandum), related thereto. The Initial Securities will be issued upon the terms set forth in the Offering Memorandum, as amended by the Companys Press Release dated November 13, 2017, for which the parties listed on Schedule I hereto have severally agreed to act as dealer managers (the Dealer Managers), pursuant to a dealer manager agreement, dated as of October 30, 2017, as amended by the Amendment to the Dealer Manager Agreement, dated as of October 31, 2017 (the Dealer Manager Agreement), among the Company and the several Dealer Managers. The Initial Securities will be issued pursuant to an Indenture, dated as of May 15, 2013 (the Indenture), between the Company and The Bank of New York Mellon, as trustee (the Trustee). As an inducement to the Dealer Managers, the Company agrees with the Dealer Managers, for the benefit of the holders of the Initial Securities and the Exchange Securities (as defined below) (collectively the Holders), as follows:

Heritage Insurance Holdings, Inc. – Registration Rights Agreement (December 1st, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of this 30th day of November, 2017 by and among Heritage Insurance Holdings, Inc., a Delaware corporation (Parent), and the persons listed on Schedule A hereto (such persons, in their capacity as holders of Registrable Securities (as defined below), including any permitted transferees hereunder, the Holders and each a Holder).

Registration Rights Agreement (November 30th, 2017)

This Registration Rights Agreement (this Agreement) is made and entered into as of November 29, 2017, among LENNAR CORPORATION, a Delaware corporation (the Company), and the other entities that are listed on the signature pages hereof (collectively with any entity that in the future executes a supplemental indenture pursuant to which such entity agrees to guarantee the Notes (as hereinafter defined), the Guarantors and, together with the Company, the Issuers), and CITIGROUP GLOBAL MARKETS INC., DEUTSCHE BANK SECURITIES INC., GOLDMAN SACHS & CO. LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, MIZUHO SECURITIES USA LLC, RBC CAPITAL MARKETS, LLC and WELLS FARGO SECURITIES, LLC, as representatives (the Representatives) of the several initial purchasers (the Initial Purchasers) under the Purchase Agreement (as defined below).

ECOLAB INC. $500,000,000 3.250% Notes Due 2027 $700,000,000 3.950% Notes Due 2047 REGISTRATION RIGHTS AGREEMENT (November 30th, 2017)
Petroleum Development Corporation – PDC ENERGY, INC. 5.750% Senior Notes Due 2026 Registration Rights Agreement (November 29th, 2017)

This REGISTRATION RIGHTS AGREEMENT dated November 29, 2017 (this Agreement) is entered into by and among PDC Energy, Inc., a Delaware corporation (the Company), PDC Permian, Inc., a Delaware corporation (the Subsidiary Guarantor), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill Lynch) and the several other initial purchasers listed on Exhibit A to the Purchase Agreement (as defined below) (collectively, the Initial Purchasers).

Registration Rights Agreement (November 29th, 2017)

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

Registration Rights Agreement (November 29th, 2017)

This REGISTRATION RIGHTS AGREEMENT dated November 29, 2017 (this Agreement) is entered into by and between Pacific Gas and Electric Company, a California corporation (the Company) and Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC, as representatives (the Representatives) of the several purchasers named in Schedules I-A, I-B and I-C to the Purchase Agreement (as defined below) (the Initial Purchasers).

Skyline Medical Inc. – Registration Rights Agreement (November 29th, 2017)

This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 28, 2017, is by and among Skyline Medical Inc., a Delaware corporation (the "Company"), and the undersigned buyer (the "Buyer").

SRC ENERGY INC. 6.250% Senior Notes Due 2025 Registration Rights Agreement (November 29th, 2017)

This REGISTRATION RIGHTS AGREEMENT dated November 29, 2017 (this Agreement) is entered into by and among SRC Energy Inc., a Colorado corporation (the Company), J.P. Morgan Securities LLC (J.P. Morgan) and Credit Suisse Securities (USA) LLC (Credit Suisse) and the several other initial purchasers listed on Schedule 1 to the Purchase Agreement (as defined below) (collectively, the Initial Purchasers).

Black Stone Minerals, L.P. – BLACK STONE MINERALS, L.P. And MINERAL ROYALTIES ONE, L.L.C. REGISTRATION RIGHTS AGREEMENT Dated November 28, 2017 (November 29th, 2017)

This REGISTRATION RIGHTS AGREEMENT, dated as of November 28, 2017 (this Agreement), is entered into by and among BLACK STONE MINERALS, L.P., a Delaware limited partnership (the Partnership), and Mineral Royalties One, L.L.C., a Delaware limited liability company (the Purchaser).

GigCapital, Inc. – Registration Rights Agreement (November 28th, 2017)

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is entered into as of the [ ] day of [ ], 2017, by and among GigCapital, Inc., a Delaware corporation (the Company), and the undersigned parties listed under Holders on the signature page hereto (each such party, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2, a Holder and collectively, the Holders).

Registration Rights Agreement (November 28th, 2017)

This Registration Rights Agreement (this "Agreement") is made and entered into as of November 22, 2017 by and among Argos Therapeutics, Inc., a Delaware corporation (the "Company"), and Saint-Gobain Plastics Performance Corporation, a California corporation ("Saint-Gobain").