Lima Arizona Registration Rights Agreement is a contractual agreement between Shell, Inc. and Mole Incorporated, outlining specific rights and provisions related to the registration of securities with the Securities and Exchange Commission (SEC). This agreement is crucial when Shell, Inc. issues securities that require registration, and Mole Incorporated holds a significant number of these securities. The Lima Arizona Registration Rights Agreement grants Mole Incorporated certain privileges to register their securities for public sale, ensuring their ability to freely sell or transfer their holdings. It establishes the process, timing, and obligations related to registering the securities with the SEC. Within the Lima Arizona Registration Rights Agreement, several types of registration rights may be included, such as demand registration rights, piggyback registration rights, and Form S-3 registration rights. 1. Demand Registration Rights: This type of registration right enables Mole Incorporated to request that Shell, Inc. file a registration statement with the SEC for the sale of their securities. The agreement defines the conditions and limitations under which Mole Incorporated can exercise this right, such as the minimum number of securities to be registered and the timeframe for filing the registration statement. 2. Piggyback Registration Rights: Under piggyback registration rights, if Shell, Inc. decides to register its securities for a public offering, Mole Incorporated has the right to include some or all of their securities in the registration statement alongside Shell's offerings. This allows Mole Incorporated to take advantage of Shell's registration efforts and potentially increase liquidity in the market for their securities. 3. Form S-3 Registration Rights: If Shell, Inc. becomes eligible to use Form S-3, a simplified registration process for certain types of securities, Mole Incorporated may have specific rights related to registering their securities on Form S-3. These rights could include the ability to demand registration or participate in piggyback registrations using Form S-3. The Lima Arizona Registration Rights Agreement between Shell, Inc. and Mole Incorporated is a crucial legal document that safeguards the interests of Mole Incorporated's security holders and facilitates their ability to freely sell or transfer their securities in compliance with SEC regulations. It ensures transparency and provides a framework for the registration process, benefiting both parties involved in the agreement.