AMENDMENT NO. 1 to REGISTRATION RIGHTS AGREEMENT
Exhibit 99.3
THIS AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered
into as of September 30, 2008, by and between Altair Nanotechnologies, Inc., a Canadian corporation
(the “Company”), and Xx Xxxxxx, LLC, a United Arab Emirates limited liability company (the
“Investor”). For purposes of this Amendment, capitalized terms used but not otherwise defined
herein shall have the meanings ascribed to such terms in that certain Registration Rights Agreement
dated November 29, 2007, entered into by and between the Company and Investor (the “Registration
Rights Agreement”).
RECITALS
WHEREAS, pursuant to that certain Stock Purchase and Settlement Agreement of even date
herewith (the “Purchase and Settlement Agreement”) by and between the Company and Investor, the
Company shall issue to Investor up to 8,000,000 shares of the Company’s common stock (the “New
Shares”); and
WHEREAS, in order to induce Investor to enter into the Purchase and Settlement Agreement, the
Company has agreed to provide for certain registration rights for the New Shares on the terms and
conditions set forth in the Registration Rights Agreement, as amended by this Amendment.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and covenants hereinafter set forth
and other good and valuable consideration, the receipt of which is hereby acknowledged by the
parties, the parties hereto agree as follows:
1. Addition of Defined Term. The following defined term is added to Section 1 of the
Registration Rights Agreement immediately following the definition of Purchase Agreement:
“Purchase and Settlement Agreement” means that certain Stock Purchase and Settlement
Agreement dated September , 2008, by and between the Company and Investor.
2. Amendment to Definition of Shares. The definition of “Shares” in Section 1 of the
Registration Rights Agreement is hereby deleted and replaced in its entirety with the following:
“Shares” means the shares of Common Stock issued to Investor pursuant to
the Purchase Agreement and the Purchase and Settlement Agreement.
3. Full Force and Effect. Except as amended hereby, the Registration Rights Agreement
shall remain in full force and effect and all other provisions of the Registration Rights Agreement
shall remain unchanged.
4. Counterparts. This Amendment may be executed in any number of counterparts,
including by facsimile or other electronic means of delivery of a photocopy, each of which shall be
an original, but all of which together shall constitute one instrument.
[Signature Page Follows]
IN WITNESS WHEREOF, this Amendment No. 1 to Registration Rights Agreement is hereby executed
as of the date first above written.
| “COMPANY” ALTAIR NANOTECHNOLGIES INC. a Canadian corporation |
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| By: | /s/ Xxxxx Xxxxxxxx | |||
| Name: | Xxxxx Xxxxxxxx | |||
| Title: | President and CEO | |||
| “INVESTOR” XX XXXXXX, LLC a United Arab Emirates limited liability company |
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| By: | /s/ Xxxxx Xx Xxxxxx | |||
| Name: | Xxxxx Xx Xxxxxx | |||
| Title: | President | |||
