Title: Understanding the Harris Texas Registration Rights Agreement: Agreement between VIA Net. Works, Inc. and Certain Stockholders Introduction: The Harris Texas Registration Rights Agreement is a crucial document that outlines the terms and conditions applicable to the registration of securities held by certain stockholders of VIA Net. Works, Inc. This agreement ensures that the stockholders have the right to register their shares or other equity interests in accordance with applicable securities laws. In this comprehensive description, we will dive into the details of this agreement, its significance, and understand the different types it may include. 1. Definition and Purpose of the Harris Texas Registration Rights Agreement: The Harris Texas Registration Rights Agreement is a legally binding contract between VIA Net. Works, Inc., a company issuing securities, and specific stockholders which grants them certain rights related to the registration of their securities. This agreement primarily aims to protect the stockholders' interest in ensuring their ability to sell or transfer their securities and obtain the benefits of a public market. 2. Understanding the Rights Provided: Under the Harris Texas Registration Rights Agreement, stockholders typically secure the following rights: a. Demand Registration Rights: Demand registration allows stockholders to request VIA Net. Works, Inc. to register their securities with the appropriate regulatory authorities. This right is triggered when the stockholder submits a written demand request, and the agreement outlines the process, timelines, and associated costs. b. Piggyback Registration Rights: Piggyback registration provides stockholders the option to include their securities in any registration undertaken by VIA Net. Works, Inc. for its own offerings or for other stockholders. This right assures that stockholders have the opportunity to sell securities alongside the company's offerings. 3. Types of Harris Texas Registration Rights Agreement: Depending on the specific circumstances and negotiations, the Harris Texas Registration Rights Agreement can include additional provisions to address the parties' unique requirements. Common variations of this agreement may involve: a. S-3 Shelf Registration Rights: This type of agreement allows stockholders to take advantage of the SEC's S-3 registration statement, which offers an expedited and cost-effective process for offering securities to the public. b. Lock-Up Provisions: Lock-up provisions may restrict the stockholders from selling or transferring their securities for a specified period after an initial public offering (IPO) or another predetermined event. These provisions ensure stability and prevent excessive volatility in the market. c. Registration Expenses: The agreement may outline the allocation of registration expenses incurred during the registration process, such as filing fees, legal expenses, and underwriting discounts. Conclusion: The Harris Texas Registration Rights Agreement acts as a crucial instrument to protect the rights of certain stockholders of VIA Net. Works, Inc. By granting them the ability to register their securities under specific conditions, this agreement facilitates liquidity, enhances marketability, and ensures fair treatment for stockholders. Understanding the various types and provisions of this agreement is pivotal for all parties involved in the process of securities registration.