0001213900-15-000183 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 9th, 2015 • Tempus Applied Solutions Holdings, Inc. • Blank checks • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, together with any Additional Investors, the “Investors”).

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NOTE
Note • January 9th, 2015 • Tempus Applied Solutions Holdings, Inc. • Blank checks • Virginia

FOR VALUE RECEIVED, the undersigned (the “Borrower”), promises to pay to the order of ROBERT LEE PRIEST JR., a Virginia resident whose primary resident is at 4285 Beamers Ridge, Williamsburg, Virginia 23188 (the “Lender”), at such place as Lender may direct from time to time in writing, the principal sum of FOUR HUNDRED EIGHTY NINE THOUSAND EIGHT HUNDRED NINETY NINE AND 00/100 DOLLARS ($489,899.00), or so much thereof as shall have been disbursed from time to time and remains unpaid, together with interest thereon at the rate or rates per annum designated herein computed on the basis of a 366-366-day year for the actual number of days in each interest period.

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