0001193125-12-338098 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 6th, 2012 • Knight Capital Group, Inc. • Security brokers, dealers & flotation companies • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 6, 2012 by and among Knight Capital Group, Inc., a Delaware corporation (the “Company”), the parties identified as the “Investors” on the signature page hereto and any parties identified on the signature pages of any joinder agreement executed and delivered pursuant to Section 10 hereof (each, a “Holder” and, collectively, the “Holders”). Capitalized terms used but not otherwise defined herein are defined in Section 12 hereof.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 6th, 2012 • Knight Capital Group, Inc. • Security brokers, dealers & flotation companies • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 6, 2012, is made by and among Knight Capital Group, Inc., a Delaware corporation (the “Company”) and the investors signatory hereto (each, an “Investor” and collectively, the “Investors”).

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