Registration Rights Agreement between IGEN International, Inc. and purchasers regarding sale of shares dated January 11, 2000. 23 pages.
The Maryland Registration Rights Agreement is a legally binding document between GEN International, Inc. (referred to as the "Company") and purchasers (investors or shareholders) who have acquired shares of the Company. This agreement outlines the rights and obligations of both parties with respect to the registration of the purchased shares for sale in accordance with Maryland state law. One type of Maryland Registration Rights Agreement is the "Demand Registration Rights Agreement." This specific agreement grants the purchasers the right to request the Company to register their shares for sale in the open market. The buyers can exercise this right if certain conditions are met and based on the Company's ability to meet specific criteria defined in the agreement. Another type of Maryland Registration Rights Agreement is the "Piggyback Registration Rights Agreement." In this agreement, the purchasers are given the opportunity to "piggyback" on any registration statement filed by the Company. This means that if the Company plans to register its shares for sale, the purchasers have the right to include their shares in the registration statement and sell them along with the Company's shares. The purpose of these agreements is to provide the purchasers with assurance that they will have the opportunity to sell their shares in an efficient and timely manner. By registering the shares, the Company allows the purchasers to participate in the public trading of their investment, providing them with liquidity. Key provisions within the Maryland Registration Rights Agreement may include: 1. Registration Process: The agreement details the process for registering the shares, including the filing requirements, the timing, and the coordination between the purchasers and the Company. 2. Demand Registration: If the agreement includes demand registration rights, it outlines the conditions under which the purchasers can request the Company to register their shares, such as a minimum number of shares or certain timeframes. 3. Piggyback Registration: If the agreement includes piggyback registration rights, it specifies the procedures for the purchasers to include their shares in the Company's registration statement, such as the notice period and the fees involved. 4. Expenses: The agreement may address the allocation of expenses related to the registration process, such as filing fees, legal fees, and accounting fees, and determine who is responsible for bearing these costs. 5. Indemnification: The agreement may outline the indemnification provisions, holding the Company responsible for any losses, damages, or liabilities resulting from the registration or distribution of the purchasers' shares. 6. Termination: The agreement may specify the circumstances under which the registration rights terminate, such as the sale of all the shares registered or the lapse of a certain period of time. It is important for both the Company and purchasers to carefully review and negotiate the terms of the Maryland Registration Rights Agreement to ensure transparency, compliance with applicable laws, and the protection of their respective interests.
The Maryland Registration Rights Agreement is a legally binding document between GEN International, Inc. (referred to as the "Company") and purchasers (investors or shareholders) who have acquired shares of the Company. This agreement outlines the rights and obligations of both parties with respect to the registration of the purchased shares for sale in accordance with Maryland state law. One type of Maryland Registration Rights Agreement is the "Demand Registration Rights Agreement." This specific agreement grants the purchasers the right to request the Company to register their shares for sale in the open market. The buyers can exercise this right if certain conditions are met and based on the Company's ability to meet specific criteria defined in the agreement. Another type of Maryland Registration Rights Agreement is the "Piggyback Registration Rights Agreement." In this agreement, the purchasers are given the opportunity to "piggyback" on any registration statement filed by the Company. This means that if the Company plans to register its shares for sale, the purchasers have the right to include their shares in the registration statement and sell them along with the Company's shares. The purpose of these agreements is to provide the purchasers with assurance that they will have the opportunity to sell their shares in an efficient and timely manner. By registering the shares, the Company allows the purchasers to participate in the public trading of their investment, providing them with liquidity. Key provisions within the Maryland Registration Rights Agreement may include: 1. Registration Process: The agreement details the process for registering the shares, including the filing requirements, the timing, and the coordination between the purchasers and the Company. 2. Demand Registration: If the agreement includes demand registration rights, it outlines the conditions under which the purchasers can request the Company to register their shares, such as a minimum number of shares or certain timeframes. 3. Piggyback Registration: If the agreement includes piggyback registration rights, it specifies the procedures for the purchasers to include their shares in the Company's registration statement, such as the notice period and the fees involved. 4. Expenses: The agreement may address the allocation of expenses related to the registration process, such as filing fees, legal fees, and accounting fees, and determine who is responsible for bearing these costs. 5. Indemnification: The agreement may outline the indemnification provisions, holding the Company responsible for any losses, damages, or liabilities resulting from the registration or distribution of the purchasers' shares. 6. Termination: The agreement may specify the circumstances under which the registration rights terminate, such as the sale of all the shares registered or the lapse of a certain period of time. It is important for both the Company and purchasers to carefully review and negotiate the terms of the Maryland Registration Rights Agreement to ensure transparency, compliance with applicable laws, and the protection of their respective interests.