Washington Registration Rights Agreement is a legal document that outlines the rights and obligations of Visible Genetics, Inc. and the purchasers of common shares of the company regarding the registration of securities with the Washington State Securities Division. This agreement ensures transparency and compliance with the state regulations when it comes to the sale and transfer of common shares. The Agreement includes the following key provisions: 1. Definitions: The document begins by defining key terms used throughout the agreement, such as "Issuer" (Visible Genetics, Inc.), "Purchasers" (common shareholders), and "Securities" (common shares). 2. Registration Rights: This section lays out the registration rights of the Purchasers, outlining their ability to request the registration of their securities with the Washington State Securities Division. It specifies the conditions under which such registration may be requested and the process that must be followed. 3. Notice and Demand: In the event that the Purchasers wish to exercise their registration rights, they must provide written notice to Visible Genetics, Inc. The agreement sets forth the required information that must be included in this notice. 4. Expenses: This portion of the agreement outlines the responsibility for payment of expenses associated with the registration process. It specifies which party (the company or the Purchasers) will bear the legal, accounting, and other costs. 5. Indemnification: This section details the indemnification obligations of Visible Genetics, Inc. towards the Purchasers. It stipulates that the company will be responsible for any losses, claims, or damages incurred by the Purchasers as a result of any untrue statements or omissions of material fact in the registration statement. 6. Limitations on Subsequent Registrations: The agreement may include provisions that limit the ability of the Purchasers to request subsequent registrations unless certain conditions are met, such as a minimum threshold of shares held or a waiting period. Types of Washington Registration Rights Agreement between Visible Genetics, Inc. and the Purchasers: 1. Piggyback Registration Rights Agreement: This type of agreement grants the Purchasers the right to include their securities for registration in a future public offering of Visible Genetics, Inc., if the company decides to proceed with such an offering. 2. Demand Registration Rights Agreement: This agreement allows the Purchasers to demand that Visible Genetics, Inc. register their securities with the Washington State Securities Division. This can be exercised under specific circumstances laid out in the agreement. 3. Shelf Registration Rights Agreement: If the company qualifies to use a shelf registration statement under applicable securities laws, this agreement permits the Purchasers to include their securities for registration on the shelf. 4. S-3 Registration Rights Agreement: This agreement provides the Purchasers with the right to request registration on Form S-3, which is a simplified registration form available for certain types of offerings. In conclusion, the Washington Registration Rights Agreement between Visible Genetics, Inc. and the purchasers of common shares is a comprehensive legal document that protects the rights of the shareholders regarding the registration of securities with the Washington State Securities Division. It ensures compliance with state regulations and facilitates transparency in the sale and transfer of common shares.
Washington Registration Rights Agreement between Visible Genetics, Inc. and the purchasers of common shares of the company
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Related Content. In an unregistered securities offering, an agreement between the issuer and the purchasers of the security that creates an obligation for the issuer to register the re-offer and resale of the securities being offered at some time in the future (usually within six months).
?Definition? A registration rights provision in a term sheet allows an investor to require a company to register the investor's shares with the SEC when certain conditions are met, ensuring that the investor has the opportunity to sell their shares in the public market.
An Investor Rights Agreement (IRA) is an agreement between an investor and a company that contractually guarantees the investor certain rights including, but not limited to, voting rights, inspection rights, rights of first refusal, and observer rights.
In an unregistered securities offering, an agreement between the issuer and the purchasers of the security that creates an obligation for the issuer to register the re-offer and resale of the securities being offered at some time in the future (usually within six months). Registration Rights Agreement | Practical Law - Westlaw westlaw.com ? document ? Registrati... westlaw.com ? document ? Registrati...
Demand registration rights, where an investor can force a company to file a registration statement to register the holder's securities so the investor can sell them in the public market without restriction.