Rights Agreement Sample Contracts

HL Acquisitions Corp. – Rights Agreement (June 15th, 2018)

Agreement made as of __________, 2018 between HL Acquisitions Corp., a British Virgin Islands company, with offices at 499 Park Avenue, 12th Floor, New York, New York 10022 ("Company"), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street Plaza, New York, New York 10004 ("Right Agent").

Amendment No. 1 to Rights Agreement (June 15th, 2018)

This Amendment No. 1 to Rights Agreement (this "Amendment"), dated as of June 14, 2018, is between NATHAN'S FAMOUS, INC., a Delaware corporation (the "Company"), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC (the "Rights Agent").

Twelve Seas Investment Co – Rights Agreement (June 14th, 2018)

This Rights Agreement (this "Agreement") is made as of June [*], 2018 between Twelve Seas Investment Company, a Cayman Islands exempted company with offices at Suite 1003-1004, 10/F, ICBC Tower, Three Garden Road, Central, Hong Kong (the "Company") and Continental Stock Transfer & Trust Company, a New York corporation, with offices at One State Street, 30th Floor, New York, New York 10004 ("Rights Agent").

Amendment No. 1 to the Rights Agreement (June 8th, 2018)

This Amendment No. 1 (this Amendment) is dated as of May 29, 2018, and amends that certain Rights Agreement, dated as of May 17, 2018, (the Rights Agreement), between Essendant Inc., a Delaware corporation (the Company), and Equiniti Trust Company, a limited trust company organized under the laws of the State of New York (the Rights Agent). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Rights Agreement.

ESSENDANT INC. And EQUINITI TRUST COMPANY, Rights Agent Rights Agreement Dated as of May 17, 2018 (June 8th, 2018)

RIGHTS AGREEMENT, dated as of May 17, 2018 (the Agreement), between Essendant Inc., a Delaware corporation (the Company), and Equiniti Trust Company, a limited trust company organized under the laws of the State of New York (the Rights Agent).

EverQuote, Inc. – Amended and Restated Investors Rights Agreement (June 1st, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 30th day of June, 2016, by and among EVERQUOTE, 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 6.9 hereof.

Neon Therapeutics, Inc. – Neon Therapeutics, Inc. Amended and Restated Investors Rights Agreement December 28, 2016 (May 31st, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement) is made as of December 28, 2016, by and among Neon Therapeutics, Inc., a Delaware corporation (the Company), and each investor listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor.

Neuronetics, Inc. – Sixth Amended and Restated Investors Rights Agreement (May 31st, 2018)

This Sixth Amended and Restated Investors Rights Agreement (this Agreement), dated as of June 1, 2017, is by and among Neuronetics, Inc., a Delaware corporation (the Company), those holders of Series A-1 Preferred Stock listed on the Schedule of Series A-1 Stockholders attached hereto (the Series A-1 Stockholders), those holders of Series A-2 Preferred Stock listed on the Schedule of Series A-2 Stockholders attached hereto (the Series A-2 Stockholders), those holders of Series B Preferred Stock listed on the Schedule of Series B Stockholders attached hereto (the Series B Stockholders), those holders of Series C Preferred Stock listed on the Schedule of Series C Stockholders attached hereto (the Series C Stockholders), those holders of Series D Preferred Stock listed on the Schedule of Series D Stockholders attached hereto (the Series D Stockholders), those holders of Series E Preferred Stock listed on the Schedule of Series E Stockholders attached hereto (the Series E Stockholders), th

Amendment No. 1 to the Rights Agreement (May 30th, 2018)

This Amendment No. 1 (this Amendment) is dated as of May 29, 2018, and amends that certain Rights Agreement, dated as of May 17, 2018, (the Rights Agreement), between Essendant Inc., a Delaware corporation (the Company), and Equiniti Trust Company, a limited trust company organized under the laws of the State of New York (the Rights Agent). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Rights Agreement.

iKang Healthcare Group, Inc. – Amendment No. 4 to Rights Agreement (May 29th, 2018)

AMENDMENT NO. 4 (this Amendment), dated as of May 29, 2018, to the Rights Agreement (the Rights Agreement) dated as of December 2, 2015 (as amended by Amendment No. 1 thereto dated as of November 28, 2016, Amendment No. 2 thereto dated as of November 29, 2017 and Amendment No. 3 thereto dated as of March 26, 2018), by and between iKang Healthcare Group, Inc., a company incorporated under the laws of the Cayman Islands (the Company), and American Stock Transfer & Trust Company, L.L.C., a New York limited liability trust company, as Rights Agent (the Rights Agent). All capitalized terms used but not defined in this Amendment shall have the meanings ascribed to such terms in the Rights Agreement.

Eidos Therapeutics, Inc. – Eidos Therapeutics, Inc. Amended and Restated Investors Rights Agreement (May 25th, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 29th day of March, 2018, by and among Eidos Therapeutics, 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 each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 5.9 hereof.

AVROBIO, Inc. – Second Amended and Restated Investors Rights Agreement (May 25th, 2018)

THIS SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 19th day of January, 2018, by and among AVROBIO, Inc., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto (together with any subsequent investors, or transferees, who become parties hereto as Investors in accordance with Subsection 6.1 or Subsection 6.9 below, the Investors).

Xeris Pharmaceuticals Inc – Xeris Pharmaceuticals, Inc. Second Amended and Restated Investors Rights Agreement (May 24th, 2018)

THIS SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (the Agreement) is made as of December 31, 2015 by and among (i) Xeris Pharmaceuticals, Inc., a Delaware corporation (the Company), (ii) the holders of the Preferred Stock (as defined herein) listed on Schedule A hereto (each, an Investor and collectively, the Investors), (iii) certain holders of the Companys Common Stock listed on Schedule B hereto (each, a Key Holder and collectively, the Key Holders), and (iv) certain Lending Institutions (as defined herein) that may become a party hereto from time to time. Capitalized terms not defined herein shall have the meanings ascribed to such terms in the Series C Preferred Stock Purchase Agreement of even date herewith (the Purchase Agreement) by and among the Company and the Investors. This Agreement amends, supersedes and replaces the Companys Amended and Restated Investors Rights Agreement, dated September 17, 2015 (the Prior Agreement).

Kezar Life Sciences, Inc. – Amended and Restated Investors Rights Agreement (May 24th, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 26th day of June, 2017, by and among Kezar Life Sciences, Inc., a Delaware corporation (the Company), 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 6.9 hereof.

Magenta Therapeutics, Inc. – Magenta Therapeutics, Inc. Second Amended and Restated Investors Rights Agreement (May 24th, 2018)

THIS SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement) is made as of April 2, 2018, by and among Magenta Therapeutics, Inc., a Delaware corporation (the Company), each investor listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor and collectively, the Investors.

Aptinyx Inc. – Amended and Restated Investors Rights Agreement (May 23rd, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 11th day of December, 2017, by and among Aptinyx 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.

Verrica Pharmaceuticals Inc. – Amended and Restated Investors Rights Agreement (May 22nd, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 20th day of February, 2018, by and among Verrica Pharmaceuticals Inc., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto (whether or not such Investor is a signatory hereto), each of which is referred to in this Agreement as an Investor, each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 5.9 hereof.

ElectroCore, LLC – Investors Rights Agreement (May 21st, 2018)

THIS INVESTORS RIGHTS AGREEMENT is made as of the 28th day of March, 2013, by and among ElectroCore, LLC, a Delaware limited liability company (the Company), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor each of the holders of Common Units listed on Schedule B hereto (each of whom is referred to herein as a Key Holder), and any additional persons that become a party to this Agreement herewith.

ElectroCore, LLC – Amended and Restated Investors Rights Agreement (May 21st, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT is made as of the 18th day of August 2017, by and among electroCore, LLC, a Delaware limited liability company (the Company), each of the investors listed on Schedule A hereto (each of which is referred to in this Agreement as an Investor), each of the holders of Common Units listed on Schedule B hereto (each of whom is referred to herein as a Key Holder), and any additional person that become a party to this Agreement herewith, and amends and restates that certain Investors Rights Agreement dated as of March 28, 2013 among the Company and the other parties thereto (the Original Agreement).

ESSENDANT INC. And EQUINITI TRUST COMPANY, Rights Agent Rights Agreement Dated as of May 17, 2018 (May 17th, 2018)

RIGHTS AGREEMENT, dated as of May 17, 2018 (the Agreement), between Essendant Inc., a Delaware corporation (the Company), and Equiniti Trust Company, a limited trust company organized under the laws of the State of New York (the Rights Agent).

Avalara Inc – Avalara, Inc. Ninth Amended and Restated Investors Rights Agreement (May 11th, 2018)

THIS NINTH AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement) is made as of September 12, 2016, by and among Avalara, Inc., a Washington corporation (the Company), and each of the investors listed on Schedule A hereto.

Dropbox, Inc. – Amendment No. 2 to the Amended and Restated Investors' Rights Agreement (May 11th, 2018)

This Amendment No. 2 to the Amended and Restated Investors' Rights Agreement, as amended (this "Amendment"), is made as of March 27, 2018 by and among Dropbox, Inc., a Delaware corporation (the "Company") and the Investors set forth on the signature pages hereto. Capitalized terms not herein defined shall have the meanings ascribed to them in the Amended and Restated Investors' Rights Agreement by and among the Company and the Investors dated as of January 30, 2014, as amended (the "Existing Rights Agreement").

Chinacache International – Rights Agreement (May 10th, 2018)

RIGHTS AGREEMENT, dated as of May 9, 2018 (this "Agreement"), between ChinaCache International Holdings Ltd., a company incorporated under the laws of the Cayman Islands (the "Company"), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the "Rights Agent", which term shall include any successor Rights Agent hereunder).

Signature Group Hold – Rights Agreement Amendment (May 9th, 2018)

This Rights Agreement Amendment, dated as of May 9, 2018 (this "Amendment"), to the Amended and Restated Rights Agreement, dated as of November 2, 2017 (the "Rights Agreement"), is by and between (i) Elah Holdings, Inc., a Delaware corporation (the "Company"), formerly known as Real Industry, Inc. and successor in interest to Fremont General Corporation, and (ii) Computershare Inc., as successor in interest to Mellon Investor Services LLC, as Rights Agent (the "Rights Agent").

Magenta Therapeutics, Inc. – Magenta Therapeutics, Inc. Second Amended and Restated Investors Rights Agreement (May 8th, 2018)

THIS SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement) is made as of April 2, 2018, by and among Magenta Therapeutics, Inc., a Delaware corporation (the Company), each investor listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor and collectively, the Investors.

Liberty Latin America Ltd. – LIBERTY LATIN AMERICA 2018 INCENTIVE PLAN (Effective December 29, 2017) SHARE APPRECIATION RIGHTS AGREEMENT (May 8th, 2018)

THIS SHARE APPRECIATION RIGHTS AGREEMENT (this "Agreement") is made as of [DATE] (the "Grant Date"), by and between LIBERTY LATIN AMERICA LTD., an exempted Bermuda company limited by shares (the "Company"), and the individual whose name, address and employee number appear on the signature page hereto (the "Grantee").

Liberty Latin America Ltd. – LIBERTY LATIN AMERICA 2018 INCENTIVE PLAN (Effective December 29, 2017) SHARE APPRECIATION RIGHTS AGREEMENT (May 8th, 2018)

THIS SHARE APPRECIATION RIGHTS AGREEMENT (this "Agreement") is made as of [DATE] (the "Grant Date"), by and between LIBERTY LATIN AMERICA LTD., an exempted Bermuda company limited by shares (the "Company"), and the individual whose name, address and employee number appear on the signature page hereto (the "Grantee").

Amendment No. 1 to Rights Agreement (May 7th, 2018)

Amendment No. 1 (this "Amendment"), dated as of May 2, 2018, 2018, by and between Kona Grill, Inc., a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, as Rights Agent (the "Rights Agent"), to the Rights Agreement, dated as of September 6, 2016, by and between the Company and the Rights Agent (the "Rights Agreement"). Unless otherwise defined herein, all capitalized terms shall have the meanings given to such terms in the Rights Agreement.

Brookfield Property Partners L. – BROOKFIELD ASSET MANAGEMENT INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION Rights Agent RIGHTS AGREEMENT Dated as of April 27, 2018 (May 2nd, 2018)

This Rights Agreement (this Agreement) is dated as of April 27, 2018 between Brookfield Asset Management Inc., a corporation organized under the laws of Ontario, Canada (BAM), and Wilmington Trust, National Association (the Rights Agent).

Eidos Therapeutics, Inc. – Eidos Therapeutics, Inc. Amended and Restated Investors Rights Agreement (May 2nd, 2018)

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of the 29th day of March, 2018, by and among Eidos Therapeutics, 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 each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 5.9 hereof.

Brookfield Property Partners L. – BROOKFIELD ASSET MANAGEMENT INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION Rights Agent RIGHTS AGREEMENT Dated as of April 27, 2018 (May 2nd, 2018)

This Rights Agreement (this Agreement) is dated as of April 27, 2018 between Brookfield Asset Management Inc., a corporation organized under the laws of Ontario, Canada (BAM), and Wilmington Trust, National Association (the Rights Agent).

BROOKFIELD ASSET MANAGEMENT INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION Rights Agent RIGHTS AGREEMENT Dated as of April 27, 2018 (May 2nd, 2018)

This Rights Agreement (this Agreement) is dated as of April 27, 2018 between Brookfield Asset Management Inc., a corporation organized under the laws of Ontario, Canada (BAM), and Wilmington Trust, National Association (the Rights Agent).

Theravance Biopharma, Inc. – Amendment and Termination of Rights Agreement (May 1st, 2018)

This AMENDMENT AND TERMINATION OF RIGHTS AGREEMENT (this Amendment and Termination) is made as of May 1, 2018, between Theravance Biopharma, Inc., a Cayman Islands exempted company (the Company), and Computershare Inc. (the Rights Agent). Capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Rights Agreement (as defined below).

Evelo Biosciences, Inc. – Fourth Amended and Restated Investors Rights Agreement (April 30th, 2018)

THIS FOURTH AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (the Agreement) is made as of February 9, 2018, by and among Evelo Biosciences, Inc., a Delaware corporation (the Company), and each of the investors listed on Schedule A hereto (each, an Investor, and together with any subsequent investors, or transferees, who become parties hereto as Investors pursuant to Subsection 6.9, the Investors).

Kiniksa Pharmaceuticals, Ltd. – Kiniksa Pharmaceuticals, Ltd. Second Amended and Restated Investors Rights Agreement (April 27th, 2018)

THIS SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of February 9, 2018, by and among Kiniksa Pharmaceuticals, Ltd., a Bermuda exempted company (the Company), each of the investors listed on Schedule A hereto (the Investors), each of the Founders (as defined below), and any additional Investor that becomes a party to this Agreement in accordance with Subsection 6.9 hereof.