Indiana Registration Rights Agreement is a legally binding document that outlines the rights and obligations of Alexander and Alexander Services, Inc. (hereinafter referred to as "the Company") and the Purchasers in relation to the registration of securities. It ensures transparency and compliance with securities regulations in Indiana. This agreement grants certain privileges to the Purchasers, allowing them to register their securities with the appropriate regulatory authorities. By consenting to this agreement, the Company agrees to assist the Purchasers in registering their securities and complying with the necessary filing requirements. Key provisions of the Indiana Registration Rights Agreement include: 1. Registration Requirements: The agreement defines the registration requirements and eligibility criteria for the Purchasers. It sets out the specific conditions that must be met for the Company to register the securities on behalf of the Purchasers. 2. Notice and Piggyback Rights: The agreement outlines how the Company should notify the Purchasers of its intention to register its own securities or securities of other shareholders. It provides the Purchasers with the opportunity to include their securities in such registrations, known as piggyback rights. 3. Conduct and Expenses: The agreement details the responsibilities of both parties concerning the registration process. It outlines the actions the Company must take to ensure compliance, including filing the necessary documents and covering the expenses associated with registration, such as legal and accounting fees. 4. Indemnification: The agreement includes indemnification clauses that protect both the Company and the Purchasers against any claims, losses, or liabilities arising from the registration process. It defines the extent to which each party is responsible for indemnifying the other. 5. Termination: The agreement addresses the circumstances under which the registration rights may be terminated. It specifies the notice period and any associated fees or penalties. Types of Indiana Registration Rights Agreements between Alexander and Alexander Services, Inc. and Purchasers may include: 1. Fixed-Term Registration Rights Agreement: This type of agreement defines a specific period during which the Purchasers can exercise their registration rights. Once the predetermined timeframe expires, the agreement terminates unless otherwise extended by mutual consent. 2. Demand Registration Rights Agreement: This agreement allows the Purchasers to demand that the Company register their securities. The terms and conditions for such registration are outlined in this type of agreement. 3. S-3 Shelf Registration Rights Agreement: In this agreement, the Company permits the Purchasers to use a shelf registration statement on Form S-3. This provides the Purchasers with the flexibility to register and sell their securities periodically, subject to certain conditions. It is important to note that the specific terms and provisions of the Indiana Registration Rights Agreement may vary depending on the negotiation between the Company and the Purchasers. It is crucial for both parties to seek legal counsel before entering into such an agreement to ensure their rights and obligations are accurately reflected in the document.