A Rhode Island Registration Rights Agreement is a legal document that outlines the rights and obligations of GEN International, Inc. (the "Company") and purchasers in relation to the sale of shares. This agreement is crucial in ensuring transparency and compliance with the state's regulations. Here is a detailed description of the typical terms and types of Rhode Island Registration Rights Agreements that may exist: 1. Purpose: The Rhode Island Registration Rights Agreement establishes the mechanism for registration of the purchasers' shares with the appropriate regulatory bodies such as the Rhode Island Secretary of State or the Securities and Exchange Commission (SEC). This grants purchasers the right to offer or sell their shares in compliance with state and federal securities laws. 2. Parties: The agreement involves two key parties: GEN International, Inc. (the "Company") and the purchasers, who might be individuals, entities, or institutions. The Company, as the issuer of the shares, grants certain registration rights to the purchasers to facilitate the sale of their shares. 3. Registration Process: The agreement specifies the procedures and obligations for registering the shares. It outlines the timeline for filing necessary documents, such as the registration statement and prospectus, with relevant regulatory authorities. It also highlights the responsibilities of both parties in providing accurate and complete information required for compliance. 4. Demand Registration Rights: This type of Rhode Island Registration Rights Agreement allows purchasers to demand the Company to register their shares for sale. The purchasers have the right to request the Company to initiate the registration process, which must be carried out within a specified timeframe. This is typically applicable when purchasers wish to sell a significant number of shares or when market conditions are favorable. 5. Piggyback Registration Rights: The piggyback provision in a Rhode Island Registration Rights Agreement allows purchasers to include their shares in a registration statement filed by the Company. If the Company decides to register its shares for public sale, the purchasers can "piggyback" on this registration, allowing their shares to be included in the offering. This provision is advantageous for purchasers as it reduces costs and increases the chances of selling their shares effectively. 6. Shelf Registration Rights: This type of registration right grants purchasers the ability to have their shares registered on a "shelf" registration statement. With this provision, purchasers have the flexibility to offer or sell their shares in one or multiple transactions. It enables purchasers to plan their share sales strategically and react promptly to market opportunities. Overall, a Rhode Island Registration Rights Agreement serves as a framework that protects the rights of the purchasers and ensures that the sale of shares complies with the relevant state and federal securities laws. The agreement's specific terms, including demand registration, piggyback registration, and shelf registration, are tailored to meet the needs and objectives of both the Company and the purchasers.