0001193125-05-206374 Sample Contracts

REGISTRATION RIGHTS AGREEMENT by and among NYSE GROUP, INC., NEW YORK STOCK EXCHANGE, INC., GENERAL ATLANTIC PARTNERS 77, L.P., GAP-W HOLDINGS, L.P., GAPSTAR, LLC, GAP COINVESTMENT PARTNERS II, L.P., and GAPCO GMBH & CO. KG Dated as of October 20, 2005
Registration Rights Agreement • October 24th, 2005 • NYSE Group, Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 20, 2005, is by and among General Atlantic Partners 77, L.P., GAP-W Holdings, L.P., GapStar, LLC, GAP Coinvestment Partners II, L.P., and GAPCO GmbH & Co. KG. (each, a “Stockholder” and together, the “Stockholders”), NYSE Group, Inc., a Delaware corporation (“NYSE Group”), and New York Stock Exchange, Inc., a New York Type A not-for-profit corporation (“NYSE”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned such terms in the Merger Agreement.

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