A Harris Texas Registration Rights Agreement is a legally binding contract that outlines the rights and obligations of Visible Genetics, Inc. and purchasers of common shares of the company in relation to the registration of publicly traded securities. This agreement ensures that purchasers of common shares have the right to have their shares registered with the relevant regulatory authorities, thereby enabling them to sell or transfer the shares to third parties in compliance with securities laws. Visible Genetics, Inc. may have different types of Harris Texas Registration Rights Agreements with its purchasers, depending on specific terms and conditions negotiated between the parties. These agreements are designed to protect the interests of both the company and the purchasers, ensuring transparency and compliance in the registration process. The Harris Texas Registration Rights Agreement typically includes provisions such as: 1. Demand Registration Rights: This grants the purchasers the right to request Visible Genetics, Inc. to register their shares for sale in the public market. The agreement specifies the number of shares that can be registered, the registration process, and the obligations of both parties. 2. Piggyback Registration Rights: These rights allow the purchasers to include their shares in any registration statement filed by Visible Genetics, Inc. for its own shares. If the company intends to register any of its securities for public sale, the purchasers have the right to have their shares included. 3. S-3 Registration Rights: If Visible Genetics, Inc. is eligible to file a short-form registration statement on Form S-3, the purchasers may be entitled to request that their shares be registered on this form. This provides a faster and less burdensome registration process. 4. Registration Expenses: The agreement outlines the allocation of costs associated with the registration process. Visible Genetics, Inc. usually agrees to bear the expenses of registering the shares, including legal fees, printing costs, and filing fees. However, the purchasers may be responsible for expenses related to their own legal representation. 5. Indemnification: The agreement includes provisions to protect Visible Genetics, Inc. and the purchasers from any liabilities arising from the registration of the shares. Each party agrees to indemnify the other against any losses, damages, costs, or expenses resulting from inaccurate or misleading information provided by the indemnifying party. Having a properly drafted Harris Texas Registration Rights Agreement is crucial for both Visible Genetics, Inc. and its purchasers to ensure compliance with securities laws and maintain transparency in the registration process. It provides a framework for the efficient registration of shares and protects the interests of all parties involved.