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How to Rerrange Registration Rights Agreement

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Peter Braunstein discusses trademark registration and common misconceptions in his practice. He clarifies that merely filing for trademark registration does not confer ownership of trademark rights. Trademark rights are established through actual use, not registration. This means that whoever uses a mark first in interstate commerce holds prior rights to that mark, whether it is a trademark for goods or a service mark for services. Braunstein emphasizes the importance of this concept, noting that registration does not guarantee superior rights over others who have used the mark.

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What is a registration rights agreement?

In an unregistered securities offering, an agreement between the issuer and the purchasers of the security that creates an obligation for the issuer to register the re-offer and resale of the securities being offered at some time in the future (usually within six months).

What is Rule 144 exemption from registration?

Rule 144 provides an exemption and permits the public resale of restricted or control securities if a number of conditions are met, including how long the securities are held, the way in which they are sold, and the amount that can be sold at any one time.

What is registration rights agreement?

In an unregistered securities offering, an agreement between the issuer and the purchasers of the security that creates an obligation for the issuer to register the re-offer and resale of the securities being offered at some time in the future (usually within six months).

What is registration rights agreement rule 144?

The SEC established Rule 144 to provide a safe harbor for sales of restricted securities and control securities. If the seller complies with Rule 144, the sale will not violate the registration requirements of the Securities Act.

What is Rule 144 restriction?

SEC Rule 144 covers restricted securities. Restricted securities are typically sold in a private placement and cannot be freely traded on stock exchanges. These shares are subject to resale and transfer restrictions which may include filing a registration statement with the SEC.

What is demand registration rights?

Demand registration rights, where an investor can force a company to file a registration statement to register the holders securities so the investor can sell them in the public market without restriction.

What are Rule 144A registration rights?

Rule 144 provides a registration exemption for the resale of securities. Once investors can sell their securities acquired in an unregistered offering under Rule 144, they may no longer need the liquidity provided by registration.

What are registration rights in a SPAC?

Investors that own restricted shares of a privately-held company need access to a broader market to eventually sell those shares. Such investors need to have the right or ability to require the company to list the shares publicly.

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Rerrange Registration Rights Agreement