A Tennessee Registration Rights Agreement is a legal document that outlines the rights and obligations of Turn stone Systems, Inc. (the "Company") and the purchaser (the "Purchaser") related to the registration of certain securities issued by the Company in Tennessee. This agreement allows the Purchaser to register their securities with the appropriate regulatory authorities in Tennessee. The purpose of the Tennessee Registration Rights Agreement is to ensure that the Purchaser has the ability to sell or transfer their securities in compliance with state securities laws. This agreement also seeks to protect the interests of the Company by establishing certain restrictions and requirements for the registration process. The main components of a typical Tennessee Registration Rights Agreement include: 1. Parties: The agreement identifies the Company (Turn stone Systems, Inc.) and the Purchaser as the parties involved in the Agreement. It may also include details about the securities being issued. 2. Registration Rights: The agreement outlines the specific registration rights granted to the Purchaser. These rights may include demand registration rights, piggyback registration rights, or both. 3. Demand Registration Rights: If the agreement includes demand registration rights, it means the Purchaser can request the Company to register their securities for sale. The agreement will establish the procedures and timelines for making such requests. 4. Piggyback Registration Rights: Piggyback registration rights give the Purchaser the opportunity to include their securities in any registration statement filed by the Company. This allows the Purchaser to register their securities alongside the Company's securities. 5. Registration Expenses: The agreement typically outlines how the registration expenses, such as legal fees and accounting costs, will be allocated between the Company and the Purchaser. 6. Indemnification: The agreement may include provisions for indemnification, wherein the Company agrees to protect the Purchaser from any losses, expenses, or damages related to the registration process. It is important to note that specific types of Tennessee Registration Rights Agreements between Turn stone Systems, Inc. and the purchaser may vary depending on the circumstances, securities being registered, and the parties involved. Different agreements may include additional provisions or modify existing terms to suit the needs of both parties. In summary, a Tennessee Registration Rights Agreement is a legal document that outlines the registration rights and obligations of Turn stone Systems, Inc. and the Purchaser regarding the registration of securities in Tennessee. These agreements ensure compliance with state securities laws and provide a framework for the registration process.