{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}} | Web: {{website}}
Registration Rights Agreement
Registration Rights Agreement
{{company_name}} {{company_address}} Phone: {{phone}} Email: {{email}} Website: {{website}}
REGISTRATION RIGHTS AGREEMENT
This REGISTRATION RIGHTS AGREEMENT (this 'Agreement') is made and entered into as of {{date_of_agreement}} by and between {{company_name}}, a company duly incorporated under the laws of {{jurisdiction}} (the 'Company'), and each of the investors listed on Schedule A attached hereto (each, an 'Investor' and collectively, the 'Investors').
1. Definitions
1.1 'Registrable Securities' means (a) the {{type_of_shares}} shares issued to the Investors pursuant to the {{investment_agreement_name}} dated {{date_of_investment_agreement}}, and (b) any other equity securities of the Company issued or issuable with respect to the shares referred to in clause (a) above by way of stock dividend, stock split, recapitalization, or other similar event.
1.2 'Registration Statement' means a registration statement filed by the Company with the {{regulatory_authority}} under the {{relevant_securities_act}} (or its equivalent in {{jurisdiction}}).
2. Demand Registration
2.1 Request for Registration. If, at any time after {{lock_up_period}}, the Investors holding at least {{percentage_of_shares}}% of the then outstanding Registrable Securities request that the Company effect a registration of their Registrable Securities, the Company shall, as soon as practicable, use its best efforts to effect the registration under the {{relevant_securities_act}} of all Registrable Securities that the Investors request to be registered.
2.2 Limitations. The Company shall not be obligated to effect more than {{number_of_demand_registrations}} demand registrations in total, and not more than one such demand registration within any {{time_period}} period.
3. Piggyback Registration
3.1 Right to Piggyback. If the Company proposes to register any of its securities under the {{relevant_securities_act}} (other than a registration statement on Form {{form_type}} or Form {{another_form_type}}), the Company shall give written notice of such proposed registration to all holders of Registrable Securities at least {{number_of_days}} days before the anticipated filing date of the Registration Statement. Upon the written request of any holder of Registrable Securities, the Company shall include in such Registration Statement all Registrable Securities that such holder requested to be registered.
4. Expenses of Registration
All expenses (other than underwriting discounts and commissions) incurred in connection with any registration effected pursuant to this Agreement, including without limitation, all registration, filing, and qualification fees, printing expenses, attorneys' fees, and accountants' fees, shall be borne by the Company.
5. Indemnification
5.1 Indemnification by the Company. The Company agrees to indemnify and hold harmless each Investor, their officers, directors, and controlling persons against any losses, claims, damages, or liabilities arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement.
5.2 Indemnification by Investors. Each Investor agrees to indemnify and hold harmless the Company, its officers, directors, and controlling persons against any losses, claims, damages, or liabilities arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement, to the extent such statement was made in reliance upon and in conformity with information furnished by such Investor.
6. Miscellaneous
6.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.
6.2 Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by reputable overnight courier service, or sent by email to the parties at their respective addresses set forth above.
6.3 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, both written and oral.
IN WITNESS WHEREOF
The parties hereto have executed this Registration Rights Agreement as of the date first written above.
COMPANY:
{{company_name}} By: _________________________ Name: {{company_signatory_name}} Title: {{company_signatory_title}}
INVESTORS:
Each Investor listed on Schedule A hereto By: _________________________ Name: {{investor_signatory_name}} Title: {{investor_signatory_title}}
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