Michigan Registration Rights Agreement is a legal document that outlines the rights and obligations of Alexander and Alexander Services, Inc. (referred to as the "Company") and the Purchasers regarding the registration of securities issued by the Company in the state of Michigan. This agreement ensures compliance with relevant securities laws and provides protection and assurances for both parties involved. The Registration Rights Agreement between Alexander and Alexander Services, Inc. and Purchasers is essential in facilitating the sale and transfer of securities in Michigan stock markets. It establishes the procedures for registering securities with the appropriate regulatory bodies, such as the Michigan Department of Licensing and Regulatory Affairs and the Securities and Exchange Commission (SEC). Key provisions of the Michigan Registration Rights Agreement include: 1. Registration Obligations: The Company agrees to use its reasonable efforts to register the securities with the necessary regulatory authorities, while the Purchasers acknowledge that certain conditions, such as minimum shareholding thresholds or holding periods, may need to be met. 2. Filing and Compliance: The agreement outlines the specific requirements and timelines for filing the necessary registration statements, prospectuses, and any amendments or supplements to comply with Michigan securities laws. 3. Expenses: The allocation of registration-related expenses, including legal fees, filing fees, and printing costs, is specified within the agreement. Typically, the Company is responsible for these expenses, but under certain circumstances, the Purchasers may be required to cover a portion of the costs. 4. Indemnification: The Company agrees to indemnify the Purchasers against any losses, claims, liabilities, or damages incurred as a result of any untrue statements or omissions made in the registration statement or prospectus. However, the Purchasers are also required to provide certain representations, warranties, and undertakings to protect the Company's interests. 5. Restrictions on Transfer: The agreement may include restrictions on the ability of the Purchasers to transfer their securities until specific conditions are met, such as the availability of an effective registration statement or the passage of a specific time period. There are several variations of the Michigan Registration Rights Agreement that can be tailored to suit the specific needs of both parties. These can include agreements specific to different types of securities (common stock, preferred stock, bonds, etc.) or agreements that apply to different stages of the Company's operations, such as the initial public offering (IPO) stage, secondary offerings, or subsequent private placements. It is worth noting that the exact terms, conditions, and standard provisions of the Registration Rights Agreement may vary based on negotiations between Alexander and Alexander Services, Inc. and the individual Purchasers. However, the fundamental purpose of the agreement remains consistent — to establish the mechanism for registering securities in Michigan and to protect the interests of both parties involved.