FORM OF REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN [●], formerly known as HARMONY MERGER CORP. AND THE STOCKHOLDERS SET FORTH ON SCHEDULE I AND SCHEDULE II ATTACHED HERETO DATED [●], 2017Registration Rights Agreement • April 18th, 2017 • Harmony Merger Corp. • Blank checks • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2017, is made and entered into by and among [●], formerly known as Harmony Merger Corp., a Delaware corporation (the “Company”) and certain persons and entities listed on Schedule I (the “ND Holders”) and Schedule II (the “Legacy Holders” and together with the ND Holders, the “Holders”) attached hereto. Capitalized terms used but not otherwise defined in this Agreement shall have the meaning ascribed to such term in the Merger Agreement.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • April 18th, 2017 • Harmony Merger Corp. • Blank checks • Delaware
FORM OF ESCROW AGREEMENTEscrow Agreement • April 18th, 2017 • Harmony Merger Corp. • Blank checks • New York
ESCROW AGREEMENT (this “Agreement”) dated [__________], 2017 by and among HARMONY MERGER CORP., a Delaware corporation (“Harmony”), York Credit Opportunities Fund, L.P., a Delaware limited partnership (the “Representative”), in its capacity as the representative of the Owners (defined below), [__________] and [_______], acting collectively as the committee representing the interests of Harmony (the “Committee”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation, as escrow agent (the “Escrow Agent”).
NextDecade and Harmony Sign Definitive Merger Agreement, Agree to All-Stock Transaction Initially Valued at $1.0 BillionMerger Agreement • April 18th, 2017 • Harmony Merger Corp. • Blank checks
● 27 million tons LNG per annum (“mtpa”) project is optimally located in Brownsville, Texas, in close proximity to the Permian Basin and Eagle Ford Shale
