Exhibit 10.1


 





Execution Version


 


REGISTRATION
RIGHTS AGREEMENT


 


This
Registration Rights Agreement (the “Agreement”) is made as of February 13, 2017 by and among BTHC X, Inc. (including
any successor in interest of the Company or other entity that issues Registrable Securities (as defined herein), the “Company”),
and the persons signatory hereto (each an “Investor,” and collectively, the “Investors”).


 


RECITALS


 


WHEREAS,
pursuant to the Contribution Agreement dated as of December 31, 2016 (as amended, the “Contribution Agreement”) by
and among the Company, George Syllantavos, in his capacity as the representative (the “Pubco Representative”) and
individually as the “Sponsor”, Ramada Holdings, Inc. (the “Pubco Majority Shareholder”), iOra Software
Limited (“iOra”), Stocksfield Limited (“Stocksfield”), Lexalytics, Inc. (“Lex”), and Mark
Thompson, in his capacity as the representative of the Contributors (the “Contributor Representative”), the Company
agreed to enter into this agreement with certain Investors.


 


NOW,
THEREFORE, in consideration of the mutual promises and covenants and agreements set forth herein, the Company and the Investors
hereby agree as follows:


 


AGREEMENT


 


1.           Registration
Rights.


 


1.1       Definitions.
For purposes of this Section 1:


 


(a)       Common
Stock. “Common Stock” means the Company’s common stock, par value $0.001 per share, and stock of any other
class into which such shares may hereafter have been reclassified or changed.


 


(b)       Holder.
For purposes of this Section 1 and Section 2 hereof, the term “Holder” or “Holders”
means any person or persons owning of record Registrable Securities and any permitted transferee of record of such Registrable
Securities pursuant to this Agreement and the Lock-Up Agreement (defined below); provided, however, that for purposes
of this Agreement, a record holder of any securities convertible or exercisable into such Registrable Securities shall be deemed
to be the Holder of such Registrable Securities.


 


(c)       Registration.
The terms “register,” “registered,” and “registration” refer to a registration
effected by preparing and filing a registration statement in compliance with the Securities Act, and the declaration or ordering
of effectiveness of such registration statement by the SEC (as defined below).


 






     


     


    

 


(d)       Registrable
Securities. Subject to Section 1.2 below including the subsections thereof, the term “Registrable Securities”
means: (i) any and all shares of Common Stock (including shares of Common Stock underlying securities exercisable for or
convertible into Common Stock) beneficially owned by the person signatory hereto on the date hereof (collectively, the “Securities”),
(ii) any securities issued as (or issuable upon the conversion or exercise of any warrant, right or other security which
is issued as) a dividend or other distribution with respect to, in exchange for or in replacement of, the Securities, provided,
that any of the foregoing securities shall cease to be Registrable Securities upon the earliest to occur of the following: (A)
such securities are sold pursuant to an effective Registration Statement; (B) such securities are sold pursuant to Rule 144 or
any similar provision then in force under the Securities Act (in which case, only such security sold shall cease to be a Registrable
Security); (C) such securities are eligible for sale under Rule 144 without current public information requirements and without
volume or manner of sale restrictions; or (D) when such securities shall cease to be outstanding.


 


(e)       Registration
Statement. The term “Registration Statement” shall mean any registration statement of the Company filed
under the Securities Act that covers the resale of any of the Registrable Securities pursuant to the provisions of this Agreement,
amendments and supplements to such Registration Statement, including post-effective amendments, all exhibits and all material
incorporated by reference in such Registration Statement.


 


(f)       Securities
Act. The term “Securities Act” means the Securities Act of 1933, as amended.


 


(g)       SEC.
The term “SEC” means the United States Securities and Exchange Commission.


 


1.2       Piggyback Registrations.
Subject to subsections (a) and (b) below, the Company shall Notify all Holders of Registrable Securities in writing (the “Registration
Statement Notice”) at least twenty (20) calendar days prior to filing any registration statement under the Securities
Act for purposes of effecting an offering of securities of the Company (including, but not limited to, registration statements
relating to secondary offerings of securities of the Company, but excluding registration statements relating to (i) Form
S-8 or any employee benefit plan, or (ii) a corporate reorganization, merger or acquisition, (iii) for an exchange offer
or offering of securities solely to the Company’s existing shareholders, (iv) for an offering of debt that is convertible
into equity securities of the Company, or (v) for a dividend reinvestment plan. The failure of the Company to give any such Registration
Statement Notice shall not invalidate the Registration Statement. If, within five (5) calendar days after the Registration Statement
Notice is given, a Holder provides written notice to the Company of its wish to include such Registrable Securities (in the amount
set forth in such notice) in such Registration Statement, the Company will afford each such Holder an opportunity to include such
Registrable Securities in the Registration Statement (a “Piggy Back Registration”). If a Holder decides not to include
all of its Registrable Securities in any registration statement filed by the Company, such Holder shall not have any right to
include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the
Company with respect to offerings of its securities.


 






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(a)       Underwriting.
If a registration statement under which the Company gives a Registration Statement Notice under this Section 1.2 is for an
underwritten offering, then the Company shall so advise the Holders of Registrable Securities. In such event, the right of any
such Holder’s Registrable Securities to be included in a registration pursuant to this Section 1.2 shall be conditioned
upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in
the underwriting to the extent provided herein. All Holders proposing to distribute their Registrable Securities through such
underwriting shall enter into an underwriting agreement in customary form with the managing underwriter or underwriter(s) selected
by the Company for such underwriting. Notwithstanding any other provision of this Agreement, if the managing underwriter(s) determine(s)
in good faith that marketing factors require a limitation of the maximum dollar amount or maximum number of shares to be underwritten
((such maximum dollar amount or maximum number of shares, as applicable, the “Maximum Number of Shares”), then
the managing underwriter(s) may exclude shares (including Registrable Securities) from the registration and the underwriting,
and the number of shares that may be included in the registration and the underwriting shall be allocated, (i) first, to
any person that exercised demand registration rights in connection with such registration, (ii) second, to the extent that
the Maximum Number of Shares has not been reached under the foregoing clause (i), to the Company, and (iii) third, to the
extent that the Maximum Number of Shares has not been reached under the foregoing clauses (i) and (ii), to all holders of Company
securities having piggyback registration rights (including Holders of Registrable Securities) requesting inclusion of their securities
in such registration statement on a pro rata basis based on the total number of securities for which registration was requested.
If any Holder disapproves of the terms of any such underwriting, such Holder may elect to withdraw therefrom by written notice
to the Company and the underwriter, delivered at least ten (10) business days prior to the effective date of the registration
statement. Any Registrable Securities excluded or withdrawn from such underwritten offering shall be excluded and withdrawn from
such registration.


 


(b)       Company
Termination of Registration. The Company reserves the right to terminate any registration under this Section 1.2 at any time
and for any reason without liability to any Holder.


 


1.3       Expenses.
All expenses incurred in connection with each registration, including without limitation all registration and qualification fees,
printers’ and accounting fees, and fees and disbursements of counsel for the Company, costs associated with clearing the
Registrable Securities for sale under applicable state securities laws and listing fees (but excluding underwriters’ discounts
and commissions and fees and expenses for counsel to the Holders), shall be borne by the Company. The Company shall have no obligation
to pay any underwriting discounts or selling commissions attributable to the Registrable Securities being sold by the Holders
thereof, which underwriting discounts or selling commissions shall be borne by such Holders.


 


1.4       Obligations
of the Company. Whenever required to effect the registration of any Registrable Securities under this Agreement, the Company
shall, as expeditiously as reasonably possible:


 


(a)       Use
commercially reasonable efforts to provide copies to and permit counsel designated by the Holders to review each Registration
Statement and all amendments and supplements thereto no fewer than five (5) calendar days prior to their filing with the
SEC;


 






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(b)       furnish
to the Holders such number of copies of a prospectus, including a preliminary prospectus, in conformity with the requirements
of the Securities Act, and such other documents as they may reasonably request in order to facilitate the disposition of the Registrable
Securities owned by them that are included in such registration;


 


(c)       use
its best efforts to register and qualify the Registrable Securities covered by such Registration Statement under such other securities
laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in
connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in
any such jurisdictions;


 


(d)       in
the event of any underwritten public offering, enter into and perform its obligations under an underwriting agreement, in usual
and customary form, with the managing underwriter(s) of such offering (it being understood and agreed that, as a condition to
the Company’s obligations under this clause (d), each Holder participating in such underwriting public offering shall
also enter into and perform its obligations under such an agreement);


 


(e)       as
soon as reasonably practicable (but within at least one business day) notify each Holder of Registrable Securities covered by
such Registration Statement at any time when a prospectus relating thereto is required to be delivered under the Securities Act
of the happening of any event as a result of which the prospectus included in such Registration Statement, as then in effect,
includes an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to
make the statements therein not misleading in the light of the circumstances then existing; and


 


(f)       use
commercially reasonable efforts to cause all Registrable Securities covered by a Registration Statement to be listed on each securities
exchange, interdealer quotation system or other market on which similar securities issued by the Company are then listed.


 


1.5       Furnish
Information. The Company may require each selling Holder to furnish to the Company information regarding such Holder and the
distribution of such Registrable Securities as is required by law or the SEC to be disclosed in such Registration Statement, prospectus,
or any amendment or supplement thereto, and the Company may exclude from such registration the Registrable Securities of any such
Holder who unreasonably fails to furnish such information within a reasonable time after receiving such request.


 


1.6       Indemnification.
In the event any Registrable Securities are included in a registration statement under Section 1.22 hereof:


 


(a)       By
the Company. The Company will indemnify and hold harmless each Holder and its partners, officers and directors, employees
and agents, successors and assigns and each other person, if any, who controls such Holder within the meaning of the Securities
Act of, any underwriter (as defined in the Securities Act) for such Holder and each person, if any, who controls such Holder or
underwriter within the meaning of the Securities Act or the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), against any losses, claims, damages, or liabilities (joint or several) to which they may become subject under
the Securities Act or the Exchange Act or other federal or state securities law, insofar as such losses, claims, damages, or liabilities
(or actions in respect thereof) arise out of or are based upon any of the following statements, omissions or violations (collectively
a “Violation”):


 


(i)       any
untrue statement or alleged untrue statement of a material fact contained in any Registration Statement, including any preliminary
prospectus or final prospectus contained therein or any amendments or supplements thereto;


 






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(ii)       the
omission or alleged omission to state therein a material fact required to be stated therein, or necessary to make the statements
therein not misleading; or


 


(iii)      any
violation or alleged violation by the Company of the Securities Act or the Exchange Act, any federal or state securities law or
any rule or regulation promulgated under the Securities Act or the Exchange Act or any federal or state securities law in connection
with the offering covered by such registration statement;


 


and
the Company will reimburse each such Holder, partner, officer or director, underwriter or controlling person for any legal or
other expenses reasonably incurred by them in connection with defending any such loss, claim, damage, liability or action; provided,
however, that the indemnity agreement contained in this subsection 1.6(a) shall not apply to (1) amounts paid in settlement
of any such loss, claim, damage, liability or action if such settlement is effected without the consent of the Company, nor shall
the Company be liable in any such case for any such loss, claim, damage, liability or action to the extent that it arises out
of or is based upon a Violation which occurs in reliance upon and in conformity with written information furnished expressly for
use in connection with such registration by such Holder, partner, officer, director, underwriter or controlling person of such
Holder specifically for inclusion in such Registration Statement or prospectus or amendment or supplement thereto or (2) in the
case of an occurrence of an event of the type specified in Section 1.4(e), the use by such Holder of an outdated or defective
prospectus in such Registration Statement after the Company has notified such Holder in writing that the prospectus is outdated
or defective and prior to the receipt by such Holder of an advice or an amended or supplemented prospectus, but only if and to
the extent that following the receipt of the advice or the amended or supplemented prospectus the misstatement or omission giving
rise to such loss would have been corrected. The Company shall notify the Holders promptly of the institution, threat or assertion
of any proceeding of which the Company is aware in connection with the transactions contemplated by this Agreement.


 


(b)       By
Selling Holders. Each selling Holder, severally but not jointly, will indemnify and hold harmless the Company, each of its
directors, each of its officers who have signed the registration statement, each person, if any, who controls the Company within
the meaning of the Securities Act, any underwriter against any losses, claims, damages or liabilities (joint or several) to which
the Company or any such director, officer, controlling person, underwriter may become subject under the Securities Act, the Exchange
Act or other federal or state law, insofar as such losses, claims, damages or liabilities (or actions in respect thereto) arise
out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs in reliance
upon and in conformity with written information furnished by such Holder in writing specifically for inclusion in such Registration
Statement or preliminary, final or summary prospectus or amendment or supplement thereto, or occurs because a Holder did not deliver
a prospectus or the latest prospectus or any amendment or supplement thereto; and each such Holder will reimburse any legal or
other expenses reasonably incurred by the Company or any such director, officer, controlling person, underwriter or other Holder,
partner, officer, director or controlling person of such other Holder in connection with defending any such loss, claim, damage,
liability or action; provided, however, that the indemnity agreement contained in this subsection 1.6(b) shall not
apply to amounts paid in settlement of any such loss, claim, damage, liability or action if such settlement is effected without
the consent of the Holder, which consent shall not be unreasonably withheld; and provided further, that the total amounts payable
in indemnity by a Holder under this subsection 1.6(b) in respect of any Violation shall not exceed the net proceeds received by
such Holder from the sale of the Registrable Securities included in the Registration Statement of which such Violation arises.


 






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(c)       Notice.
Promptly after receipt by an indemnified party under this Section 1.6 of notice of the commencement of any action (including
any governmental action), such indemnified party will, if a claim in respect thereof is to be made against any indemnifying party
under this Section 1.6, deliver to the indemnifying party a written notice of the commencement thereof and the indemnifying
party shall have the right to participate in, and, to the extent the indemnifying party so desires, jointly with any other indemnifying
party similarly noticed, to assume the defense thereof with counsel mutually satisfactory to the parties; provided, however,
that an indemnified party shall have the right to retain its own counsel, with the fees and expenses to be paid by the indemnifying
party, if (1) the indemnifying party has agreed in writing to pay such fees and expenses; and (2) the indemnifying party shall
have failed promptly to assume the defense of such proceeding and to employ counsel reasonably satisfactory to such indemnified
party in any such proceeding; or (3) representation of such indemnified party by the counsel retained by the indemnifying party
would be inappropriate due to actual or potential conflict of interests between such indemnified party and any other party represented
by such counsel in such proceeding. The failure to deliver written notice to the indemnifying party within a reasonable time of
the commencement of any such action, if prejudicial to its ability to defend such action, shall relieve such indemnifying party
of any liability to the indemnified party under this Section 1.6.


 


(d)       Contribution.
If the indemnification provided for in this Section 1.66 is held by a court of competent jurisdiction to be unavailable to an
indemnified party with respect to any losses, claims, damages or liabilities referred to herein, the indemnifying party, in lieu
of indemnifying such indemnified party thereunder, shall to the extent permitted by applicable law contribute to the amount paid
or payable by such indemnified party as a result of such loss, claim, damage or liability in such proportion as is appropriate
to reflect the relative benefits to such parties and fault of the indemnifying party on the one hand and of the indemnified party
on the other in connection with the Violation(s) that resulted in such loss, claim, damage or liability, as well as any other
relevant equitable considerations. The relative fault of the indemnifying party and of the indemnified party shall be determined
by a court of law by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or the
omission to state a material fact relates to information supplied by the indemnifying party or by the indemnified party and the
parties’ relative intent, knowledge, access to information and opportunity to correct or prevent such statement or omission;
provided, that in no event shall any contribution by a Holder hereunder exceed the net proceeds received by such Holder from the
sale of the Registrable Securities included in the Registration Statement relating to which such Violation arises.


 






    	 	6	 



     


    

 


(e)       Survival.
The obligations of the Company and Holders under this Section 1.6 shall survive the completion of any offering of Registrable
Securities in a registration statement, and otherwise.


 


1.7       Rule 144
Reporting. With a view to making available the benefits of certain rules and regulations of the SEC which may at any time
permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for
the Common Stock, the Company agrees to use commercially reasonable efforts to:


 


(a)       make
and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at
all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of
its securities to the general public; and


 


(b)       file
with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange
Act (at any time after it has become subject to such reporting requirements).


 


2.           General
Provisions.


 


2.1       Notices.
All notices, demands, requests, consents, approvals or other communications (collectively, “Notices”)
required or permitted to be given hereunder or which are given with respect to this Agreement shall be in writing and shall be
personally served, delivered by reputable air courier service with charges prepaid, or transmitted by hand delivery, email or
facsimile, addressed as set forth below, or to such other address as such party shall have specified most recently by written
notice. Notice shall be deemed given on the date of service or transmission if personally served or transmitted by email or facsimile
(upon electronic or other confirmation of receipt for notice by email or facsimile); provided, that if such service or transmission
is not on a business day or is after normal business hours, then such notice shall be deemed given on the next business day. Notice
otherwise sent as provided herein shall be deemed given on the next business day following delivery of such notice to a reputable
air courier service with an order for next-day delivery.


 


(i) if
to an Investor, as set forth below Investor’s name on the signature page of this Agreement; and


 


(ii) if
to the Company, to the address set forth below:


 


	 	 

                                                                                                 BTHC
        X, Inc.

        FAO:
        Mark Thompson

        First
        Floor

        1-3
        Chapel Street

        Guildford
        GU1 3UH

        United
        Kingdom

        Email:
        mark.thompson@stocksfield.com

         
	 	with
        a copy to (which shall not constitute notice):

         

        Ellenoff
        Grossman & Schole LLP

        1345
        Avenue of the Americas

        New
        York, New York 10105

        Attn:
        Sarah Williams, Esq.

        Email:
        Swilliams@egsllp.com

        Fax:
        (212) 370-7889



 






    	 	7	 



     


    

  


Any
party hereto (and such party’s permitted assigns) may by notice so given change its address for future notices hereunder.
Notice shall be deemed conclusively given when personally delivered or sent in the manner set forth above.


 


2.2       Amendments
and Waivers. This Agreement may be amended only by a writing signed by the Company and each of the Investors beneficially
owning Registrable Securities.


 


2.3       Entire
Agreement. This Agreement, together with all the exhibits hereto, constitutes and contains the entire agreement and understanding
of the parties with respect to the subject matter hereof and supersedes any and all prior negotiations, correspondence, agreements,
understandings, duties or obligations between the parties respecting the subject matter hereof.


 


2.4       Governing
Law. This Agreement shall be governed by and construed exclusively in accordance with the internal laws of the State of New
York, excluding that body of law relating to conflict of laws and choice of law that would result in the application of the substantive
law of another jurisdiction.


 


2.5       Jurisdiction;
Service; Waivers. ANY ACTION OR PROCEEDING IN CONNECTION WITH THIS AGREEMENT MAY BE BROUGHT IN A COURT OF RECORD OF
THE STATE OF NEW YORK IN THE COUNTY OF NEW YORK. THE PARTIES TO THIS AGREEMENT HEREBY CONSENT TO THE EXCLUSIVE JURISDICTION OF
SUCH COURTS OF THE STATE OF NEW YORK, AND SERVICE OF PROCESS MAY BE MADE UPON THE PARTIES TO THIS AGREEMENT BY MAILING A COPY
OF THE SUMMONS AND ANY COMPLAINT TO SUCH PERSON, BY REGISTERED OR CERTIFIED MAIL, RETURN RECEIPT REQUESTED, AT ITS ADDRESS TO
BE USED FOR THE GIVING OF NOTICES UNDER THIS AGREEMENT. BY ACCEPTANCE HEREOF, THE PARTIES HERETO EACH HEREBY IRREVOCABLY AND UNCONDITIONALLY
WAIVES ANY OBJECTION, INCLUDING, WITHOUT LIMITATION, ANY OBJECTION TO THE LAYING OF VENUE OR BASED ON THE GROUNDS OF FORUM
NON CONVENIENS, WHICH IT MAY NOW OR HEREAFTER HAVE TO THE BRINGING OR MAINTAINING OF ANY SUCH ACTION OR PROCEEDING IN SUCH
JURISDICTION.


 


2.6       Severability.
If one or more provisions of this Agreement are held to be unenforceable under applicable law, then such provision(s) shall be
excluded from this Agreement and the balance of this Agreement shall be interpreted as if such provision(s) were so excluded and
shall be enforceable in accordance with its terms.


 






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2.7       Third
Parties. Nothing in this Agreement, express or implied, is intended to confer upon any person, other than the parties hereto
and their successors and assigns, any rights or remedies under or by reason of this Agreement.


 


2.8       Successors
and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall be binding upon, the successors and
permitted assigns of the parties hereto.


 


2.9       Captions.
The captions to sections of this Agreement have been inserted for identification and reference purposes only and shall not be
used to construe or interpret this Agreement.


 


2.10     Counterparts.
This Agreement may be executed in two or more counterparts, including by electronic signature and by electronic delivery thereof,
each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.


 


2.11     Adjustments
for Stock Splits and Certain Other Changes. Wherever in this Agreement there is a reference to a specific number of shares
of Common Stock, then, upon the occurrence of any subdivision, combination or stock dividend of such class or series of stock,
the specific number of shares so referenced in this Agreement shall automatically be proportionally adjusted to reflect the effect
on the outstanding shares of such class or series of stock by such subdivision, combination or stock dividend.


 


2.12     Aggregation of Stock.
All shares deemed to be “beneficially owned” (as such term is defined under Rule 13d-3 of the Securities Exchange
Act of 1934, as amended) by any entity or person, shall be aggregated together for the purpose of determining the availability
of any rights under this Agreement.


 




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IN
WITNESS WHEREOF, the parties hereto have executed this Registration Rights Agreement as of the date and year first above written.





	 	BTHC
X, INC.
	 	 
	 	By:	/s/
    George Syllantavos
	 	Name: 	George Syllantavos 
	 	Title:	Chief Executive Officer 


 




    	 	10	 



     


    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Michael Rabinowitz 	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Michael Rabinowitz 	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


  


Counterpart
Signature Page to Registration Rights Agreement


 






    	 	11	 



     

    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Lawrence Glassberg	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Lawrence Glassberg	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement



 






    	 	12	 



     

    




 





	Ramada Holdimgs, Inc.	 
	[Print
    Name of Investor]	 
	 	 	 
	By:	/s/
    George Syllantavos	 
	 	George Syllantavos	 
	 	President, CEO, Director	 
	 	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement



 






    	 	13	 



     

    




 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Edward Rose	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Edward Rose	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement


 






    	 	14	 



     

    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	James Siegel	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    James Siegel	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement


 






    	 	15	 



     

    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Timothy Murphy	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Timothy Murphy	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement


 






    	 	16	 



     

    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Christopher Fiore	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Christopher Fiore	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement



 






    	 	17	 



     

    

 


OMNIBUS
INVESTOR SIGNATURE PAGE TO


BTHC
X, INC.


REGISTRATION
RIGHTS AGREEMENT


 


	Clifford Telller	 
	[Print
    Name of Investor]	 
	 	 
	/s/
    Clifford Telller	 
	[Signature]	 



 


	Name:  	 	 
	Title:	 	 


 


	Mailing
    Address:	 	Telephone
    No.:	 
	 	 	Facsimile
    No:	 
	 	 	Email
    Address:	 
	 	 	Taxpayer
    ID Number: 	 
	(City,
    State and Zip)	 	 	 


 


	Securities
    Owned:	 
	 	 
	 	 
	 	 


 


 


Counterpart
Signature Page to Registration Rights Agreement