0000909518-09-000714 Sample Contracts

EQUITY REGISTRATION RIGHTS AGREEMENT
Equity Registration Rights Agreement • October 21st, 2009 • Motors Liquidation Co • Motor vehicles & passenger car bodies • New York

This EQUITY REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of October 15, 2009 by and among GENERAL MOTORS HOLDING COMPANY (to be renamed General Motors Company), a Delaware corporation (the “Corporation”), THE UNITED STATES DEPARTMENT OF THE TREASURY(the “UST”), 7176384 CANADA INC., a corporation organized under the laws of Canada (“Canada”), the UAW RETIREE MEDICAL BENEFITS TRUST, a voluntary employees’ beneficiary association (the “VEBA”), MOTORS LIQUIDATION COMPANY (formerly known as General Motors Corporation), a Delaware corporation (the “Debtor”), and solely for purposes of Section 4.18, General Motors Company (formerly known as NGMCO, Inc.), a Delaware corporation and successor-in-interest to Vehicle Acquisition Holdings LLC (to be converted to General Motors LLC, the “Operating Company”).

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