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Document Preview Registration Rights Agreement |
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Title: |
Registration Rights Agreement |
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Entities: |
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Date: |
2007 |
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Size: |
Preview shows 5KB of 76KB total |
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Price: |
$50 |
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ID: |
#2868798 |
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REGISTRATION RIGHTS AGREEMENT
This Registration Rights Agreement (this "AGREEMENT") is made and entered
into as of April 24, 2007 among Elite Pharmaceuticals, Inc., a Delaware
corporation (the "COMPANY"), and the several purchasers signatory hereto (each
such purchaser is a "PURCHASER" and collectively, the "PURCHASERS").
This Agreement is made pursuant to the Securities Purchase
Agreement, dated as of the date hereof between the Company and each Purchaser
(the "PURCHASE AGREEMENT").
The Company and each Purchaser hereby agrees as follows:
1. DEFINITIONS. Capitalized terms used and not otherwise defined herein
that are defined in the Purchase Agreement shall have the meanings given such
terms in the Purchase Agreement. As used in this Agreement, the following terms
shall have the following meanings:
"ADVICE" shall have the meaning set forth in Section 6(c).
"EFFECTIVENESS DATE" means, with respect to the Initial Registration
Statement required to be filed hereunder, the 120th calendar day following
the date hereof (the 150th calendar day in the case of a "full review" by
the Commission of the Initial Registration Statement), and with respect to
any additional Registration Statements which may be required pursuant to
Section 3(c), the 60th calendar day following the date on which an
additional Registration Statement is required to be filed hereunder;
PROVIDED, HOWEVER, in the event the Company is notified by the Commission
that one of the above Registration Statements will not be reviewed or is
no longer subject to further review and comments, the Effectiveness Date
as to such Registration Statement shall be the tenth Trading Day following
the date on which the Company is so notified if such date precedes the
dates required above.
"EFFECTIVENESS PERIOD" shall have the meaning set forth in Section
2(a).
"EVENT" shall have the meaning set forth in Section 2(b).
"EVENT DATE" shall have the meaning set forth in Section 2(b).
"FILING DATE" means, with respect to the Initial Registration
Statement required hereunder, the 30th calendar day following the date
hereof and, with respect to any additional Registration Statements which
may be required pursuant to Section 3(c), the 30th day following the date
on which the Company is permitted by the SEC Guidance to file such
additional Registration Statement related to the Registrable Securities.
"HOLDER" or "HOLDERS" means the holder or holders, as the case may
be, from time to time of Registrable Securities.
{PAGE}
"INDEMNIFIED PARTY" shall have the meaning set forth in Section
5(c).
"INDEMNIFYING PARTY" shall have the meaning set forth in Section
5(c).
"INITIAL REGISTRATION STATEMENT" means the initial Registration
Statement filed pursuant to this Agreement.
"LOSSES" shall have the meaning set forth in Section 5(a).
"PLAN OF DISTRIBUTION" shall have the meaning set forth in Section
2(a).
"PROSPECTUS" means the prospectus included in a Registration
Statement (including, without limitation, a prospectus that includes any
information previously omitted from a prospectus filed as part of an
effective registration statement in reliance upon Rule 430A promulgated
under the Securities Act), as amended or supplemented by any prospectus
supplement, with respect to the terms of the offering of any portion of
the Registrable Securities covered by a Registration Statement, and all
other amendments and supplements to the Prospectus, including
post-effective amendments, and all material incorporated by reference or
deemed to be incorporated by reference in such Prospectus.
"REGISTRABLE SECURITIES" means, as of the date in question, (i) all
of the shares of Common Stock issuable upon conversion in full of the
shares of Preferred Stock, (ii) all shares of Common Stock issuable as
dividends on the Preferred Stock assuming all dividend payments are made
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