A Georgia Registration Rights Agreement is a legal document that governs the rights and obligations of Visible Genetics, Inc. and the purchasers of common shares of the company in regard to the registration of these shares with the regulatory authorities in Georgia. This agreement ensures that the purchasers have the ability to register their shares for sale or transfer in compliance with applicable securities laws. Under the Georgia Registration Rights Agreement, Visible Genetics, Inc. agrees to undertake certain registration activities on behalf of the purchasers, while the purchasers agree to provide necessary information and fulfill certain requirements to facilitate the registration process. This agreement serves to protect the interests of both parties involved. The Georgia Registration Rights Agreement may include various types, depending on the specific terms and conditions agreed upon by Visible Genetics, Inc. and the purchasers. Some common types of agreements in this regard include: 1. Piggyback Rights: This type of agreement grants the purchasers the right to include their shares in any registration statements filed by Visible Genetics, Inc. for its own securities. The purchasers can "piggyback" on the company's registration, allowing them to sell or transfer their shares alongside the company's offering. 2. Demand Registration: This type of agreement grants the purchasers the right to demand that Visible Genetics, Inc. file a registration statement with the regulatory authorities to enable the purchasers' shares to be registered for sale. The purchasers can exercise this right within a specified time period and under certain conditions outlined within the agreement. 3. Shelf Registration: This type of agreement enables the purchasers to have their shares registered and included in a shelf registration statement filed by Visible Genetics, Inc. Shelf registration allows the purchasers to sell or transfer their shares in the future without the need for additional registration processes. 4. S-3 Registration: This type of agreement provides the purchasers with the ability to register their shares on Form S-3, a simplified registration statement for well-established issuers. S-3 registration offers an expedited and cost-effective process compared to traditional registration methods. It is important for Visible Genetics, Inc. and the purchasers to carefully review and negotiate the terms of the Georgia Registration Rights Agreement to ensure their rights and obligations are clearly defined and mutually beneficial. Seeking professional legal advice is highly recommended in order to draft a comprehensive and enforceable agreement tailored to their specific needs and preferences.