0001193125-05-230218 Sample Contracts

WAIVER AND AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2005 • Modtech Holdings Inc • Prefabricated wood bldgs & components

This WAIVER AND AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Amendment”), dated as of November 9, 2005, is made by and among Modtech Holdings, Inc., a Delaware corporation, (the “Company”), and the parties listed on the signature page hereto (each, a “Purchaser”) with reference to the following:

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WAIVER AND AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2005 • Modtech Holdings Inc • Prefabricated wood bldgs & components

This WAIVER AND AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Amendment”), dated as of September 12, 2005, is made by and among Modtech Holdings, Inc., a Delaware corporation, (the “Company”), and Amphora Limited (the “Purchaser”) with reference to the following:

WAIVER AND AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2005 • Modtech Holdings Inc • Prefabricated wood bldgs & components

This WAIVER AND AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Amendment”), dated as of November 9, 2005, is made by and among Modtech Holdings, Inc., a Delaware corporation, (the “Company”), and Amphora Limited (the “Purchaser”) with reference to the following:

WAIVER AND AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2005 • Modtech Holdings Inc • Prefabricated wood bldgs & components

This WAIVER AND AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Amendment”), dated as of September 12, 2005, is made by and among Modtech Holdings, Inc., a Delaware corporation, (the “Company”), and the undesigned purchasers (the “Purchasers”) with reference to the following:

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