0001047469-06-014673 Sample Contracts

REGISTRATION RIGHTS AGREEMENT OF DAYTON SUPERIOR CORPORATION
Registration Rights Agreement • December 1st, 2006 • Dayton Superior Corp • Steel pipe & tubes • New York

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and effective as of November 28, 2006, among Dayton Superior Corporation, an Ohio corporation (the “Company”), Odyssey Investment Partners Fund, LP, a Delaware limited partnership (the “Odyssey Fund”), Odyssey Coinvestors, LLC, a Delaware limited liability company (“Odyssey Coinvestors”), DS Coinvestment I, LLC, a Delaware limited liability company (“Odyssey Coinvest I”), and DS Coinvestment II, LLC, a Delaware limited liability company (“Odyssey Coinvest II”) and any other subsequent holder of Shares who agrees to be bound by the terms of this Agreement. The Company and the Holders are sometimes referred to herein individually by name or as a “Party” and collectively as the “Parties”, and the Odyssey Fund, Odyssey Coinvestors, Odyssey Coinvest I and Odyssey Coinvest II, together with any subsequent stockholders which become parties hereto, are sometimes referred to herein as a “Holder” and collectively as the “Holders”. The

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AMENDMENT NO. 4
Dayton Superior Corp • December 1st, 2006 • Steel pipe & tubes

This AMENDMENT No. 4 dated as of December 1, 2006 (“Amendment No.4”), is entered into by and among DAYTON SUPERIOR CORPORATION, an Ohio corporation (“Borrower”), the persons designated as “Lenders” on the signature pages hereto, and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as Agent.

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