0001193125-17-158985 Sample Contracts

REGISTRATION RIGHTS AGREEMENT dated as of May 2, 2017 by and among Roadrunner Transportation Systems, Inc., Elliott Associates, L.P., Brockdale Investments LP, Thayer Equity Investors V, L.P., TC Roadrunner-Dawes Holdings, L.L.C., TC Sargent Holdings,...
Registration Rights Agreement • May 4th, 2017 • Roadrunner Transportation Systems, Inc. • Arrangement of transportation of freight & cargo • Delaware

THIS REGISTRATION RIGHTS AGREEMENT is entered into as of May 2, 2017, by and among (i) Roadrunner Transportation Systems, Inc., a Delaware corporation (the “Company”), (ii) Elliott Associates, L.P., a Delaware limited partnership, and Brockdale Investments LP, a Delaware limited partnership (the “Elliott Stockholders”), and (iii) Thayer Equity Investors V, L.P., a Delaware limited partnership, TC Roadrunner-Dawes Holdings, L.L.C., a Delaware limited liability company, TC Sargent Holdings, L.L.C., a Delaware limited liability company, HCI Equity Partners III, L.P., a Delaware limited partnership, and HCI Co-Investors III, L.P., a Delaware limited partnership (collectively, the “HCI Stockholders”). The Elliott Stockholders and the HCI Stockholders are collectively referred to herein as the “Stockholders” and individually as a “Stockholder.”

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WARRANT AGREEMENT
Warrant Agreement • May 4th, 2017 • Roadrunner Transportation Systems, Inc. • Arrangement of transportation of freight & cargo • Delaware

WHEREAS, pursuant to the Investment Agreement, dated as of May 1, 2017 (as may be amended from time to time, the “Investment Agreement”), by and among the Company, Elliott Associates, L.P., a Delaware limited partnership, and Brookdale Investments LP, a Delaware limited partnership (collectively, the “Investors”), providing, among other things, for the issuance by the Company of 379,572 warrants to purchase Common Stock (collectively, the “Warrants,”); and

STOCKHOLDERS’ AGREEMENT dated as of May 2, 2017 by and among Roadrunner Transportation Systems, Inc., Elliott Associates, L.P. and Brockdale Investments LP
Stockholders' Agreement • May 4th, 2017 • Roadrunner Transportation Systems, Inc. • Arrangement of transportation of freight & cargo • Delaware

THIS STOCKHOLDERS’ AGREEMENT is entered into as of May 2, 2017, by and among Roadrunner Transportation Systems, Inc., a Delaware corporation (the “Company”), Elliott Associates, L.P., a Delaware limited partnership, and Brockdale Investments LP, a Delaware limited partnership (collectively, the “Stockholders”).

INVESTMENT AGREEMENT dated as of May 1, 2017 by and among Roadrunner Transportation Systems, Inc., Elliott Associates, L.P. and Brockdale Investments LP
Investment Agreement • May 4th, 2017 • Roadrunner Transportation Systems, Inc. • Arrangement of transportation of freight & cargo • New York

INVESTMENT AGREEMENT, dated as of May 1, 2017 (this “Agreement”), by and among Roadrunner Transportation Systems, Inc., a Delaware corporation (the “Company”), Elliott Associates, L.P., a Delaware limited partnership, and Brockdale Investments LP, a Delaware limited partnership (each a “Purchaser,” and collectively, the “Purchasers”).

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