EX-10.1
from 8-K
25 pages
This Second Amended and Restated Registration Rights Agreement (This “Agreement”) Is Made and Entered Into as of September 28, 2021, by and Among (I) Clearwater Analytics Holdings, Inc., a Delaware Corporation (The “Corporation”), and (II) the Persons Set Forth From Time to Time on the “Schedule of Holders” Set Forth on Annex a Attached Hereto (Each a “Holder” and Collectively, the “Holders”), Including the Persons Identified Thereon as (A) Institutional Holders (Each, a “Institutional Holder” and Collectively, the “Institutional Holders”), (B) Parent Investors (Each, a “Parent Investor” and Collectively, the “Parent Investors”), (C) Galibier Purchaser LLC (The “Permira Investor”), (D) Wp Ca Holdco, L.P. (The “Warburg Investor”), and (E) Security Holders (Each, a “Security Holder” and Collectively, the “Security Holders”). Unless Otherwise Provided in This Agreement, Capitalized Terms Shall Have the Meanings Set Forth in Section 11. Whereas, in Connection With the Initial Public Offering, the Holders Contemplate the Organization of a Corporation and Reorganization or Recapitalization of the Company. Whereas, Carbon Analytics Holdings LLC, a Delaware Limited Liability Company ((Now Known as CWAN Holdings, LLC) the “Company”), Formed the Corporation as the Corporate Successor to the Company for Purposes of Such Initial Public Offering. Now, Therefore, in Consideration of the Mutual Covenants Contained Herein and Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties to This Agreement Hereby Agree as Follows: 1. Demand Registrations
12/34/56
EX-10.4
from S-1/A
25 pages
This Second Amended and Restated Registration Rights Agreement (This “Agreement”) Is Made and Entered Into as of , 2021, by and Among (I) Clearwater Analytics Holdings, Inc., a Delaware Corporation (The “Corporation”), and (II) the Persons Set Forth From Time to Time on the “Schedule of Holders” Set Forth on Annex a Attached Hereto (Each a “Holder” and Collectively, the “Holders”), Including the Persons Identified Thereon as (A) Institutional Holders (Each, a “Institutional Holder” and Collectively, the “Institutional Holders”), (B) Parent Investors (Each, a “Parent Investor” and Collectively, the “Parent Investors”), (C) Galibier Holdings, LP (The “Permira Investor”), (D) Wp Ca Holdco, L.P. (The “Warburg Investor”), and (E) Security Holders (Each, a “Security Holder” and Collectively, the “Security Holders”). Unless Otherwise Provided in This Agreement, Capitalized Terms Shall Have the Meanings Set Forth in Section 11. Whereas, in Connection With the Initial Public Offering, the Holders Contemplate the Organization of a Corporation and Reorganization or Recapitalization of the Company. Whereas, Carbon Analytics Holdings LLC, a Delaware Limited Liability Company ((Now Known as Cwan Holdings, LLC) the “Company”), Formed the Corporation as the Corporate Successor to the Company for Purposes of Such Initial Public Offering. Now, Therefore, in Consideration of the Mutual Covenants Contained Herein and Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties to This Agreement Hereby Agree as Follows: 1. Demand Registrations
12/34/56