ZAIS FINANCIAL PARTNERS, L.P. ZAIS FINANCIAL CORP. Registration Rights AgreementRegistration Rights Agreement • November 25th, 2013 • ZAIS Financial Corp. • Real estate investment trusts • New York
ZAIS Financial Partners, L.P., a Delaware limited partnership (the “Company”), proposes to issue and sell to Credit Suisse Securities (USA) LLC (the “Initial Purchaser”) upon the terms set forth in the Purchase Agreement (as defined herein) the Company’s 8.0% Exchangeable Senior Notes due 2016 (the “Notes”), exchangeable into common stock, par value $0.0001 per share (“ZFC Common Stock”) of ZAIS Financial Corp., a Maryland corporation (“ZAIS Financial Corp.”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Initial Purchaser thereunder, the Company and ZAIS Financial Corp. agree with the Initial Purchaser for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
