GETCO Financing Escrow LLC
Exhibit 4.11
EXECUTION VERSION
$305,000,000
GETCO Financing Escrow LLC
8.250% Senior Secured Notes due 2018
Joinder to Registration Rights Agreement
July 1, 2013
XXXXXXXXX LLC
As Representative of the
Initial Purchasers
c/x Xxxxxxxxx LLC
000 Xxxxxxx Xxxxxx
New York, New York 10022
Ladies and Gentlemen:
Reference is made to the Registration Rights Agreement dated as of June 5, 2013, among GETCO Financing Escrow LLC (the “Company”) and Xxxxxxxxx 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.
The undersigned, KCG Holdings, Inc. (“KCG”), xxxxxx agrees to accede to the terms of, and assume all of the obligations of the Company set forth in, the Registration Rights Agreement, as though KCG had entered into the Registration Rights Agreement on the Closing Date and been named as the “Company” therein. KCG agrees that such obligations include, without limitation, (a) all of the obligations of the Company to perform and comply with all of the agreements thereof contained in the Registration Rights Agreement, including the obligation to pay Additional Interest, and (b) the Company’s indemnification and other obligations contained in Section 9 of the Registration Rights Agreement. KCG acknowledges and agrees that all references to the Company in the Registration Rights Agreement shall include KCG and that KCG shall be bound by all provisions of the Registration Rights Agreement containing such references.
The undersigned Guarantors hereby agree, on a joint and several basis, to accede to the terms of the Registration Rights Agreement and to undertake and perform all of the obligations of the “Guarantors” set forth therein as though the undersigned Guarantors had entered into the Registration Rights Agreement on the Closing Date and been named as “Guarantors” therein. The undersigned Guarantors agree that such obligations include, without limitation, (a) all of the obligations of the Guarantors to perform and comply with all of the agreements thereof contained in the Registration Rights Agreement, including the obligation to pay Additional Interest, and (b) the Guarantors’ indemnification and other obligations contained in Section 9 of the Registration Rights Agreement. Each of the undersigned Guarantors acknowledges and agrees that all references to the Guarantors in the Registration Rights Agreement shall include the undersigned Guarantors and that the undersigned Guarantors shall be bound by all provisions of the Registration Rights Agreement containing such references.
THIS JOINDER AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAWS.
This joinder agreement may be executed in any number of counterparts and by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which
taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page by facsimile, e-mail or other electronic means shall be effective as delivery of a manually executed counterpart.
[Signature Pages Follow]
EXECUTION VERSION
IN WITNESS WHEREOF, the parties hereto have executed this joinder agreement as of the date first written above.
| KCG Holdings, Inc. | ||
| By: | /s/ Xxxx XxXxxxxx | |
| Name: | Xxxx XxXxxxxx | |
| Title: | General Counsel and Secretary | |
| GETCO Holding Company, LLC, as Guarantor | ||
| By: | /s/ Xxxx XxXxxxxx | |
| Name: | Xxxx XxXxxxxx | |
| Title: | Authorized Person | |
| GETCO Trading, LLC, as Guarantor | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Manager | |
| Global Colocation Services LLC, as Guarantor | ||
| By GETCO Holding Company, LLC, its sole member | ||
| By: | /s/ Xxxx XxXxxxxx | |
| Name: | Xxxx XxXxxxxx | |
| Title: | Authorized Person | |
| Blink Trading, LLC, as Guarantor | ||
| By: | /s/ Xxxx XxXxxxxx | |
| Name: | Xxxx XxXxxxxx | |
| Title: | Manager and General Counsel | |
| Knight Capital Group, Inc., as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
| Knight Capital Holdings LLC, as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
| Knight Fixed Income Holdings LLC, as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
| Knight Hotspot FX LLC, as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
| Knight Libertas Holdings LLC, as Guarantor | ||
| By: | /s/ Xxxx Xxxxxxx | |
| Name: | Xxxx Xxxxxxx | |
| Title: | Managing Director | |
| Knight Quantitative Trading LLC, as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
| Hotspot FX Holdings, Inc., as Guarantor | ||
| By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxxxxx | |
| Title: | Managing Director, Deputy General Counsel & Secretary | |
