Agreement Regarding Registration Rights. The undersigned acknowledges and agrees to be bound by the covenants and agreements applicable to Signing Stockholders set forth in Section 8.11 of the Merger Agreement.
Agreement Regarding Registration Rights. Concurrently with the original issuance of the Warrants to the Initial Holders thereof, the Company and the Initial Holders have entered into a Registration Rights Agreement (the "Registration Rights Agreement") granting the Initial Holders (and certain of their permitted successors and assigns) certain registration rights with respect to the Warrants and the Underlying Common Stock. The terms of the Registration Rights Agreement are incorporated by reference in this Agreement as fully as if the same were set forth herein. A copy of the Registration Rights Agreement is on file and available for inspection at the principal offices of the Company, and a copy of the Registration Rights Agreement will be furnished, free of charge, to any Holder hereof upon written request to the Company.
Agreement Regarding Registration Rights. 18 TABLE OF CONTENTS (continued) Page ---- EXHIBIT A - Form of Warrant Certificate A-1
Agreement Regarding Registration Rights. This letter agreement (this "Agreement") is entered into as of the date set forth above between Caremark Rx, Inc., a Delaware corporation (together with its successors and assigns, the "Company"), Xxxxxx Xxxxxxxxxx & Levy Fund III, L.P., a Delaware limited partnership ("JLL"), and the other Persons named on the signature pages hereof (such Persons and JLL are collectively referred to as the "Covered Stockholders"), and shall be effective upon consummation of the Merger (as defined below).
Agreement Regarding Registration Rights. Parent agrees (i) to file --------------------------------------- with the Securities and Exchange Commission a registration statement on Form S-3 within 30 days of the effective time of the Merger (subject to the normal blackout policies of Parent; provided that Parent will cause the registration statement to be filed as quickly as practicable thereafter); (ii) to use all commercially reasonable efforts to cause the registration statement to be declared effective as soon as possible; (iii) to promptly deliver prospectuses relating to such registration statement to Holder upon the request of Holder; and (iv) to maintain the effectiveness of such registration statement for one year after the effective time of the Merger (subject to customary blackouts). In consideration of the foregoing, the undersigned Holder of the Warrant on behalf of such Holder and all assignees and transferees of the Warrant (the "Warrant ------- Holder"), hereby waives, following the effective time of the Merger, all rights ------ to require that the Company or any successor thereof register the Warrant or any Warrant Shares or to otherwise participate in a registration of the Warrant or any Warrant Shares pursuant to subsection (j)(2) of the Warrant, and hereby agrees not to provide the Company or any successor thereof with notice pursuant to subsection (j)(2) of the Warrant.
