Massachusetts Registration Rights Agreement regarding the purchase of convertible subordinated debentures

• Category: Corporations - Public - Rights
• State: Multi-State
• Control #: US-EG-9287
• Format: Word; Rich Text

Description

Resale Registration Rights Agreement between Inhale Therapeutic Systems, Inc., Lehman Brothers, Inc., Deutsche Bank Securities, Inc. and U.S. Bankcorp Piper Jeffay, Inc. regarding the purchase of 6 3/4% convertible subordinated debentures dated October Massachusetts Registration Rights Agreement is a legal contract that governs the rights and obligations of the parties involved in the purchase of convertible subordinated debentures in Massachusetts. Convertible subordinated debentures refer to a type of debt instrument that can be converted into equity or shares of stock at a predetermined price and within a specified time frame. This agreement ensures that the purchasers of convertible subordinated debentures have certain registration rights, which allow them to register their securities with the Securities and Exchange Commission (SEC). Registration is essential as it provides transparency and enables the purchasers to freely trade or sell their debentures in the public market, ensuring liquidity and fair market valuation. The Massachusetts Registration Rights Agreement typically outlines the following key aspects: 1. Parties Involved: It identifies the parties to the agreement, including the issuer of the debentures, the purchasers, and any additional parties or underwriters involved in the transaction. 2. Registration Process: The agreement specifies the registration process, including the obligations of the issuer to prepare and file a registration statement with the SEC, along with any necessary amendments or supplements to ensure compliance with securities laws. 3. Demand Registration: This provision allows the purchasers to request the issuer to register their debentures with the SEC. The agreement sets out the conditions under which the issuer must fulfill this request, such as minimum offering thresholds or predetermined timeframes. 4. Piggyback Registration: This provision allows the purchasers to include their debentures in a registration statement filed by the issuer for its own securities. The agreement details how the purchasers can exercise this right and any limitations or conditions that may apply. 5. S-3 Registration: In some cases, the Massachusetts Registration Rights Agreement may provide specific provisions related to the use of Form S-3 for registration. Form S-3 is a simplified registration form that allows issuers to register securities on an expedited basis. 6. Expenses and Indemnification: The agreement addresses the allocation of expenses related to the registration process, including legal and accounting fees. It also includes provisions for indemnification, protecting the parties from losses or liabilities arising from the registration process. It is important to note that the specific terms and provisions of the Massachusetts Registration Rights Agreement can vary depending on the negotiations between the parties involved and the nature of the convertible subordinated debentures being purchased. Therefore, different agreements may have distinct terms tailored to meet the needs and preferences of the parties. As such, it is crucial to review the specific agreement in question to fully understand its terms and conditions.

Massachusetts Registration Rights Agreement is a legal contract that governs the rights and obligations of the parties involved in the purchase of convertible subordinated debentures in Massachusetts. Convertible subordinated debentures refer to a type of debt instrument that can be converted into equity or shares of stock at a predetermined price and within a specified time frame. This agreement ensures that the purchasers of convertible subordinated debentures have certain registration rights, which allow them to register their securities with the Securities and Exchange Commission (SEC). Registration is essential as it provides transparency and enables the purchasers to freely trade or sell their debentures in the public market, ensuring liquidity and fair market valuation. The Massachusetts Registration Rights Agreement typically outlines the following key aspects: 1. Parties Involved: It identifies the parties to the agreement, including the issuer of the debentures, the purchasers, and any additional parties or underwriters involved in the transaction. 2. Registration Process: The agreement specifies the registration process, including the obligations of the issuer to prepare and file a registration statement with the SEC, along with any necessary amendments or supplements to ensure compliance with securities laws. 3. Demand Registration: This provision allows the purchasers to request the issuer to register their debentures with the SEC. The agreement sets out the conditions under which the issuer must fulfill this request, such as minimum offering thresholds or predetermined timeframes. 4. Piggyback Registration: This provision allows the purchasers to include their debentures in a registration statement filed by the issuer for its own securities. The agreement details how the purchasers can exercise this right and any limitations or conditions that may apply. 5. S-3 Registration: In some cases, the Massachusetts Registration Rights Agreement may provide specific provisions related to the use of Form S-3 for registration. Form S-3 is a simplified registration form that allows issuers to register securities on an expedited basis. 6. Expenses and Indemnification: The agreement addresses the allocation of expenses related to the registration process, including legal and accounting fees. It also includes provisions for indemnification, protecting the parties from losses or liabilities arising from the registration process. It is important to note that the specific terms and provisions of the Massachusetts Registration Rights Agreement can vary depending on the negotiations between the parties involved and the nature of the convertible subordinated debentures being purchased. Therefore, different agreements may have distinct terms tailored to meet the needs and preferences of the parties. As such, it is crucial to review the specific agreement in question to fully understand its terms and conditions.