REGISTRATION RIGHTS AGREEMENT By and Among AUTOTRADER GROUP, INC., MANHEIM ATC, INC., PROVIDENCE EQUITY PARTNERS VI, L.P. PROVIDENCE EQUITY PARTNERS VI-A, L.P., and THE OTHER STOCKHOLDERS PARTY HERETO [DATE]Registration Rights Agreement • August 27th, 2012 • AutoTrader Group, Inc. • Services-business services, nec • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into effective as of [ ], by and among AutoTrader Group, Inc., a Delaware corporation (the “Company”), Manheim ATC, Inc., a Delaware corporation (“Manheim”), Providence Equity Partners VI, L.P. and Providence Equity Partners VI-A, L.P., each a Delaware limited partnership (collectively, “Providence”), and the other Stockholders (as defined herein) that have signed a counterpart to this Agreement (each, an “Other Party Stockholder” and, collectively, the “Other Party Stockholders”). Each of Manheim, Providence, the Other Party Stockholders and any other Person who is or becomes a Stockholder and who signs a Joinder in accordance with the terms of this Agreement is individually referred to herein as a “Specified Stockholder” and, collectively, as the “Specified Stockholders”.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 27th, 2012 • AutoTrader Group, Inc. • Services-business services, nec • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of August 20th, 1999, by and among AUTOCONNECT, L.L.C., a Delaware limited liability company to be renamed as “AutoTrader.com, LLC” (referred to herein, together with any Successor thereto, as the “Company”), the undersigned members of the Company (the “Members”), and those other persons and entities who have executed or shall have executed this Agreement and whose names appear on the Schedule of Registration Rights Holders attached hereto as Exhibit A, as such Schedule may be amended from time to time pursuant to Section 11.2 hereof.
