PARTY SO DELIVERING THIS AGREEMENT.
(J)
EACH PARTY SHALL DO AND PERFORM, OR CAUSE TO BE DONE AND PERFORMED, ALL
SUCH FURTHER ACTS AND THINGS, AND SHALL EXECUTE AND DELIVER ALL SUCH OTHER
AGREEMENTS, CERTIFICATES, INSTRUMENTS AND DOCUMENTS, AS ANY OTHER PARTY MAY
REASONABLY REQUEST IN ORDER TO CARRY OUT THE INTENT AND ACCOMPLISH THE PURPOSES
OF THIS AGREEMENT AND THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED HEREBY.
(K)
ALL CONSENTS AND OTHER DETERMINATIONS REQUIRED TO BE MADE BY THE INVESTORS
PURSUANT TO THIS AGREEMENT SHALL BE MADE, UNLESS OTHERWISE SPECIFIED IN THIS
AGREEMENT, BY THE REQUIRED HOLDERS.
(L)
THE LANGUAGE USED IN THIS AGREEMENT WILL BE DEEMED TO BE THE LANGUAGE
CHOSEN BY THE PARTIES TO EXPRESS THEIR MUTUAL INTENT AND NO RULES OF STRICT
CONSTRUCTION WILL BE APPLIED AGAINST ANY PARTY.
(M)
THIS AGREEMENT IS INTENDED FOR THE BENEFIT OF THE PARTIES HERETO AND THEIR
RESPECTIVE PERMITTED SUCCESSORS AND ASSIGNS, AND IS NOT FOR THE BENEFIT OF, NOR
MAY ANY PROVISION HEREOF BE ENFORCED BY, ANY OTHER PERSON.
(N)
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NO BUYER OR
HOLDER OF REGISTRABLE SECURITIES SHALL BE ENTITLED TO CONSEQUENTIAL, INDIRECT OR
INCIDENTAL DAMAGES HEREUNDER.
HOWEVER, THE FOREGOING SHALL NOT IN ANY WAY LIMIT
A BUYER OR HOLDER OF REGISTRABLE SECURITIES FROM BEING REIMBURSED FOR ITS COSTS,
FEES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES AND
DISBURSEMENTS IN CONNECTION WITH ANY OF ITS RIGHTS AND REMEDIES HEREUNDER.
(O)
THE OBLIGATIONS OF EACH INVESTOR HEREUNDER ARE SEVERAL AND NOT JOINT WITH
THE OBLIGATIONS OF ANY OTHER INVESTOR, AND NO PROVISION OF THIS AGREEMENT IS
INTENDED TO CONFER ANY OBLIGATIONS ON ANY INVESTOR VIS-À-VIS ANY OTHER
INVESTOR.
NOTHING CONTAINED HEREIN, AND NO ACTION TAKEN BY ANY INVESTOR
PURSUANT HERETO, SHALL BE DEEMED TO CONSTITUTE THE INVESTORS AS A PARTNERSHIP,
AN ASSOCIATION, A JOINT VENTURE OR ANY OTHER KIND OF ENTITY, OR CREATE A
A-19
PRESUMPTION THAT THE INVESTORS ARE IN ANY WAY ACTING IN CONCERT OR AS A GROUP
WITH RESPECT TO SUCH OBLIGATIONS OR THE TRANSACTIONS CONTEMPLATED HEREIN.
* * * * * *
A-20
IN WITNESS WHEREOF, each Buyer and the Company have caused their respective
signature page to this Registration Rights Agreement to be duly executed as of
the date first written above.
COMPANY:
CANO PETROLEUM, INC.
By:
Name:
S. Jeffrey Johnson
Title:
Chairman and CEO
A-21
IN WITNESS WHEREOF, each Buyer and the Company have caused their respective
signature page to this Registration Rights Agreement to be duly executed as of
the date first written above.
BUYERS:
By:
Name:
Title:
A-22
SCHEDULE OF BUYERS
Buyer
Buyer Address
and Facsimile Number
[Name]
[Address]
A-23
EXHIBIT A
NOTICE OF EFFECTIVENESS
OF REGISTRATION STATEMENT
, 2007
Via FedEx
Interwest Transfer Company
1981 East Murray Holladay Rd., Suite 100
Salt Lake City, Utah 84117
ATTN:
Lorraine Smith
Re:
Cano Petroleum, Inc.
Ladies and Gentlemen:
We are counsel to Cano Petroleum, Inc., a Delaware corporation (the "Company"),
and have represented the Company in connection with that certain Securities