A form of registration rights agreement to be used in connection with a Section 4(a)(2) private placement of equity securities or securities convertible into or exchangeable or exercisable for equity securities. This agreement sets out the terms and conditions by which investors are granted certain registration rights for the resale of securities initially offered and sold in reliance on Rule 506 of Regulation D and/or Section 4(a)(2). This agreement is drafted in favor of investors, but aims to be reasonable and includes provisions commonly included in registration rights agreements. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.