A Los Angeles, California Registration Rights Agreement is a legally binding contract between Visible Genetics, Inc. (the "Company") and the purchasers of common shares of the company (the "Purchasers"). This agreement outlines the rights and obligations of both parties regarding the registration of the purchased common shares with the U.S. Securities and Exchange Commission (SEC) and other relevant regulatory bodies. Key provisions of a typical Los Angeles Registration Rights Agreement may include: 1. Registration Statement: The Company agrees to prepare and file a registration statement with the SEC to register the Purchasers' common shares for sale under applicable securities laws. 2. Demand Registration: The Purchasers may request the Company to register their common shares for sale, subject to certain conditions and requirements. The Company is obliged to use its best efforts to comply with the request within a specified time frame. 3. Piggyback Registration: The agreement may also include provisions allowing the Purchasers to include their common shares for registration alongside any other registration statements the Company files. This allows the Purchasers to participate in public offerings without having to bear the registration costs individually. 4. Registration Expenses: The agreement establishes the responsibility for paying the fees and expenses associated with the registration of the common shares, including SEC filing fees, legal fees, and accounting fees. Usually, the Company bears these expenses, but specific allocations may be negotiated between the parties. 5. Lock-Up Period: The agreement may contain restrictions on the Purchasers' ability to sell or transfer their common shares for a certain period after the registration statement becomes effective. This "lock-up" period helps maintain market stability and protect the interests of existing shareholders. It is important to note that while a Los Angeles Registration Rights Agreement generally encompasses the provisions mentioned above, the specific terms and conditions may vary depending on the negotiations between Visible Genetics, Inc. and the Purchasers. Different agreements may have unique clauses and modifications tailored to the needs and preferences of all parties involved. Other variations of Los Angeles Registration Rights Agreements may include S-1 Registration Rights Agreements, Rule 144A Registration Rights Agreements, and Form S-3 Registration Rights Agreements. These types of agreements differ in the eligibility criteria, filing requirements, and the types of offering they apply to. Each agreement serves distinct purposes and provides different rights and obligations.