California Registration Rights Agreement is a legally binding contract that outlines the rights and obligations of VIA Net. Works, Inc. and certain stockholders regarding the registration and sale of securities. This agreement is governed by the laws of the state of California and applies specifically to transactions involving stockholders from California. The agreement ensures that the stockholders have the ability to publicly sell or transfer their securities in compliance with applicable securities laws. It provides a mechanism for the stockholders to demand that VIA Net. Works, Inc. registers their securities or includes them in registration statements filed with the Securities and Exchange Commission (SEC). The California Registration Rights Agreement between VIA Net. Works, Inc. and certain stockholders covers various aspects, including the types of securities eligible for registration, the conditions and limitations associated with registration, and the responsibilities of both parties. Key provisions of the agreement may include: 1. Demand Registration Rights: This grants stockholders the right to request VIA Net. Works, Inc. to register their securities for public sale, subject to certain conditions. 2. Piggyback Registration Rights: Stockholders may have the opportunity to include their securities in registration statements filed by VIA Net. Works, Inc. for its own securities or securities held by other stockholders. 3. Shelf Registration Rights: This permits stockholders to register their securities for sale on an ongoing basis, avoiding the need to repeatedly request registration. 4. Lock-Up Agreements: VIA Net. Works, Inc. may require stockholders to agree not to sell or transfer their securities for a specified period following an initial public offering (IPO) or another significant corporate event. 5. Indemnification: VIA Net. Works, Inc. may provide indemnification to the stockholders for any losses or liabilities incurred as a result of the registration process. It is essential to note that the specific terms and conditions of the California Registration Rights Agreement may differ depending on the parties involved and the negotiation between them.