Common use of Demand Registration Rights Clause in Contracts

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable Securities. On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four two and one-half years beginning one six (16) year months from the Base Datedate hereof. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four five years beginning one three hundred sixty (1360) year days from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The If at any time after the date hereof and on or before the Expiration Date there is no effective registration statement registering the Warrant Shares under the Securities Act, or no current prospectus available for, the issuance or resale of the Warrant Shares by the Holder, the Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The Company, upon written Purchaser shall have one demand (“Demand Notice”) registration right. Upon receipt of a valid request by the Majority Holders, agrees Purchaser to register on one occasion some or all of the Shares (the "Registrable Securities. On such occasionShares"), the Company will shall prepare as promptly as practicable and file a registration statement or a post-effective amendment Registration Statement for the Registrable Shares, and the Company shall use its best efforts to cause the Registration Statement covering to become effective under the Registrable Securities Act in accordance with the Securities Act Rules. The Company shall have the right to delay any registration statement during any period in which any other registration statement (other than on Form S-4 or Form S-8 promulgated under the Securities Act or any successor forms thereto) pursuant to which any other shares of the Company's common stock has been filed and not withdrawn or has been declared effective within forty-five the prior one hundred eighty (45180) days. In addition, the Company may delay the filing or effectiveness of the registration statement for a period of up to ninety (90) days after receipt the date of a Demand Notice and use its Reasonable Best Efforts request for registration pursuant to have this Section 5.1 if at the time of such request the Company reasonably determines that such registration statement or post-effective amendment declared effective and offering would interfere with any material transaction involving the Company as soon as possible thereafter; provided, however, that approved by the Board of Directors. Notwithstanding the foregoing the Company shall not be required to comply with register any Registrable Shares under this Section 5.1 unless such requested registration shall be for the purpose of registering at least $500,000 worth of Shares as calculated by using the closing bid price of a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities shares of the Company's common stock as reported by the OTC Bulletin Board, until the offering covered or by such registration statement has been withdrawn other exchange or until thirty (30) days after such offering quotation system as the Company's common stock price is consummated. The demand for registration may be made at any time during a period reported subsequent to the Closing, as of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Noticerequest.

Demand Registration Rights. (a) The CompanyIf at any time beginning 14 months after the closing date of the IPO, upon a Resale Shelf Registration Statement (or other registration statement) registering the resale of all of a Holder’s Registrable Securities is not effective, notwithstanding any obligation the Company may have under Section 2.2(a), any one or more of such Holder(s) may make written demand requests to the Company (a “Demand Notice”) to require the Company to register, under and in accordance with the provisions of the Majority HoldersSecurities Act, agrees to register on one occasion any or all of the such Holders’ Registrable Securities. On such occasion, the Company will file a registration statement or a post-effective amendment Securities pursuant to the Registration Statement covering the Registrable Securities within forty-five terms of this Agreement (45) days after receipt of a “Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafterRegistration”); provided, however, that the Company shall not be required to comply with a Demand Notice Registration may only be made if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected Registrable Securities requested to participate in be registered by the offering covered by such registration statement or Holder(s) delivering the Demand Notice have an aggregate Market Value of at least $40,000,000 on the trading day immediately preceding the date that the Demand Notice is sent to the Company and (ii) if such registration statement relates to an underwritten primary offering of securities of it shall not result in the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummatedHolders requesting collectively more than two Demand Registrations in any consecutive 12-month period. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Any Demand Notice by any Holder(smust specify (A) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from proposed to be registered, (B) the date proposed method of distribution of such Registrable Securities, which may be by means of an underwritten offering, and (C) a single Person who shall serve as the representative of the receipt of any such Holders (the “Demand Representative”). Any Demand Registration may (if specified in the Demand Notice), but need not, require the Company to register such Holders’ Registrable Securities on Form S-3 (provided that the Company is eligible to register the resale of the Registrable Securities on Form S-3 (or a similar successor form established by the Commission)). Subject to Section 2.5, the Company will have the right to include shares of Common Stock to be sold for its own account or shares owned by other holders of Common Stock in any Demand Registration Statement.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one (1) occasion all of the Registrable Securities. On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four five (5) years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement registration statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning time, on one (1) occasion only, during a period commencing 120 days after the Base Date and ending on the fifth year from of the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. The Company covenants and agrees with the Underwriters and any other or subsequent Holders of the Registrable Securities (aas defined in paragraph (e) The Companyof this Section 10) that, upon written demand (“Demand Notice”request of the then Holder(s) of at least a majority of the Majority Holders, agrees to register on one occasion all aggregate of the Registrable Securities. On such occasionSecurities which were originally issued on the date hereof to the Underwriters or its designees, made at any time within the period commencing one year and ending four years after the effective date of the Registration Statement, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities as promptly as practicable and, in any event, within forty-five (45) 45 days after receipt of a Demand Notice and use such written request, at its Reasonable Best Efforts sole expense, no more than once, registration statement under the Act, registering or qualifying the Registrable Securities for sale. Within twenty (20) days after receiving any such notice, the Company shall give notice to have the other Holders of the Registrable Securities advising that the Company is proceeding with such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that and offering to include therein the Registrable Securities of such Holders. The Company shall not be required obligated to comply with a Demand Notice if any such other Holder unless such other Holder shall accept such offer by notice in writing to the Company has filed a registration statement with respect within ten (10) days thereafter. The Company will use its reasonable best efforts, through its officers, directors, auditors and counsel in all matters necessary or advisable, to which the Holder is entitled file and cause to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by become effective such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand as promptly as practicable and maintain its effectiveness for registration may be made at any time during a period of four years beginning one time until the Holder's are able to sell their Registrable Securities under Rule 144 under the Act without restriction. If any registration pursuant to this paragraph (1a) year from is an underwritten offering, the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or a majority of the Registrable Securities within ten days from to be included in such registration shall be entitled to select the date underwriter or managing underwriter (in the case of the receipt a syndicated offering) of any such Demand Noticeoffering.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”); provided, however, that the Holders shall have no Demand Right if and only if the Registrable Securities may be sold without any limitations or restrictions under Rule 144. On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four five years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten (10) days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (ai) The CompanyAt any time prior to December -------------------------- 31, upon written demand (“Demand Notice”) 1998, the Holders of the Majority Holders, agrees to register on one occasion more than 40% of all of the Registrable Securities. On such occasion, Interest Shares then outstanding may make a written request to the Company will file a for registration statement or a post-effective amendment to the Registration Statement covering the of Registrable Securities within fortyunder the Securities Act with the Commission (or any successor entity) for a public offering of Registrable Securities (a "Demand Registration"). The Holders shall have the right, in the aggregate, to one Demand Registration of all or any part of their Registrable Securities (which Demand Registration may be on Form S-2 or S-3 or other short-five (45) days after receipt of a Demand Notice and use its Reasonable Best Efforts to have forms if the Company then qualifies for such registration statement or post-effective amendment declared effective as soon as possible thereaftershort form registration); provided, however, -------- ------- that the Company shall not be required to comply effect a registration pursuant to this Section 2(a)(i) with respect to any Registrable Securities unless the request for registration covers Registrable Securities representing at least 40% of all Registrable Securities then outstanding and held by the Holders. Whenever the Company shall receive a request for a Demand Notice if Registration, the Company has filed a will promptly give notice of such registration statement to all Holders and shall as expeditiously as is reasonable, use its best efforts to effect the registration under the Securities Act of the Registrable Securities with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder Company has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) received written requests for inclusion therein within 15 days after such offering notice is consummatedgiven. The demand for registration may be All requests made at any time during a period pursuant to this Section 2(a)(i) will specify the number of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice shares of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from to be registered and will also specify the date intended methods of the receipt of any such Demand Noticedisposition thereof.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable Securities. On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummatedstatement. The demand for registration may be made at any time during a period of four (4) years beginning one (1) year from the Base Exercise Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. After receipt of a written request from a Holder representing at least an aggregate of twenty percent (a) The Company, upon written demand (“Demand Notice”20%) of the Majority Holders, agrees total of all Warrant Shares then subject to register on one occasion all purchase upon exercise of the Registrable Securities. On such occasionWarrant, requesting that the Company register Warrant Shares issuable upon Holder's exercise of the Warrant or any of the Warrant Shares under the Securities Act and specifying the intended method or methods of disposition thereof, the Company will file a registration statement shall promptly notify all Holders of Warrants or a post-effective amendment Warrant Shares in writing of the receipt of such request and each such Holder may elect, by written notice to the Registration Statement covering Company within fifteen (15) business days from the Registrable Securities within forty-five (45) days after date of such Holders's receipt of a Demand Notice and the Company's notice, to have its Warrant Shares included in such registration. The Company shall, as expeditiously as possible following such request, use its Reasonable Best Efforts best efforts to have such effect the registration statement under the Securities Act of all Warrant Shares which the Company has been requested to register by Holder for sale, all to the extent requested to permit the disposition (in accordance with the intended method or post-effective amendment declared effective methods thereof, as soon as possible thereafteraforesaid) of the Warrant Shares so registered; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights effect more than three (3) registrations of any Warrant Shares pursuant to this Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such 4, not including registration statement or (ii) if such registration statement relates to an underwritten primary offering statements on Form S-3 which shall not count for purposes of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummatedthis limitation. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt No holder of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from warrant issued after the date of this Warrant shall receive or be entitled to receive registration rights that are more favorable than the receipt of any such Demand Noticeregistration rights available to Holder pursuant to this Section 4. 5.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”). On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement registration statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.

Demand Registration Rights. (a) The CompanyAt any time during the Demand Period, upon the written demand request of either of the Fidelity Stockholder or the Wayzata Stockholder (each of the Fidelity Stockholder and the Wayzata Stockholder, the “Initiating Demand Stockholder”) that the Company effect the registration under the Securities Act of all or part of such Initiating Demand Stockholder’s Registrable Common Shares (which written request shall specify the aggregate number of Registrable Common Shares requested to be registered) (a “Demand NoticeRequest”) of the Majority Holders, agrees to register on one occasion all of the Registrable Securities. On such occasion), the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective shall as soon as possible thereafter; providedreasonably practicable, howeverbut no later than 45 Business Days after its receipt of such request, that file with the SEC a Registration Statement with respect to such requested registration (or, if the Company shall not be legally prohibited from making such a filing or if financial statements required to comply with be included in such a Demand Notice if the Company has filed a registration statement with respect filing are not reasonably available, in each case, within 45 Business Days after its receipt of such request, as soon thereafter as is legally permissible or as such financial statements are reasonably available). Subject to which the Holder is entitled to piggyback registration rights reduction pursuant to Section 8.3 hereof 6(a), such Registration Statement shall cover the Registrable Common Shares requested by the Initiating Demand Stockholder to be registered and either: (i) the Holder has elected such other Registrable Common Shares as are requested to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice registered by any Holder(s) other Stockholder pursuant to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand NoticeSection 5.

Demand Registration Rights. (a) The CompanyDuring the Registration Rights Period, upon the written demand request of Holders of at least thirty percent (30%) of the then outstanding Registrable Shares (the “Demand NoticeHolders”) that the Company effect the registration under the Securities Act of all or part of such Demand Holders’ Registrable Shares (which written request shall specify the aggregate number of Registrable Shares requested to be registered and the proposed method of distribution thereof), the Company shall (i) within 30 Business Days after its receipt of such request file with the SEC a Registration Statement with respect to the requested registration (provided that, (x) if the Company is then legally prohibited from making such filing, it shall take such action contemplated by Section 3(a)(i) as soon thereafter as is legally permissible, or (y) if the registration requested by the Demand Holders shall result in the Company’s initial registered public offering of Common Stock under the Securities Act, the Company shall have 120 Business Days to take such action contemplated by Section 3(a)(i)),and (ii) within five Business Days after its receipt of such request from the Demand Holders, notify in writing any other Holders (the “Other Holders”) of such request and indicate in such notice the Majority Holders, agrees to register on one occasion all planned initial filing date of such Registration Statement. Such Registration Statement shall cover the Registrable Securities. On such occasionShares requested by the Demand Holders to be registered and any Registrable Shares that the Other Holders request, by written notice to the Company will file a registration statement or a post-effective amendment given no later than ten Business Days prior to such planned initial filing date, to be registered. Notwithstanding the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt foregoing provisions of a Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; providedthis Section 3(a), however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights take any action pursuant to this Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.3:

Demand Registration Rights. (a) The CompanyIf at any time, upon a Resale Shelf Registration Statement (or other registration statement registering the resale of all of a Holder’s Registrable Securities) is not effective, any one or more Holder(s) may make written demand requests to the Company (a “Demand Notice”) to require the Company to register, under and in accordance with the provisions of the Majority HoldersSecurities Act, agrees to register on one occasion any or all of the such Holders’ Registrable Securities. On such occasion, the Company will file a registration statement or a post-effective amendment Securities pursuant to the Registration Statement covering the Registrable Securities within forty-five terms of this Agreement (45) days after receipt of a “Demand Notice and use its Reasonable Best Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafterRegistration”); provided, however, that the Company shall not be required to comply with a Demand Notice Registration may only be made if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected Registrable Securities requested to participate in be registered by the offering covered by such registration statement or Holder(s) delivering the Demand Notice have a Market Value of at least $200,000,000 on the trading day immediately preceding the date that the Demand Notice is sent to the Company and (ii) if such registration statement relates it shall not cause the Holders to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummatedrequest more than three Demand Registrations in any consecutive 12-month period. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Any Demand Notice by any Holder(smust specify (A) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from proposed to be registered, (B) the date proposed method of distribution of such Registrable Securities, which may be by means of an underwritten offering and (C) a single Person who shall serve as the representative of the receipt Holders (the “Demand Representative”). Subject to Section 2.5, the Company will have the right to include shares of Common Stock to be sold for its own account or shares owned by other holders of Common Stock in any such Demand NoticeRegistration Statement.

Demand Registration Rights. (a) The Company, upon written demand (“Demand Notice”) of the Majority Holders, agrees to register on one occasion all of the Registrable SecuritiesSecurities (a “Demand Right”); provided, however, that the Holders shall have no Demand Right if and only if the Registrable Securities may be sold without any limitations or restrictions under Rule 144. On such occasion, the Company will file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within forty-five (45) days after receipt of a Demand Notice and use its Reasonable Best Commercial Efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 8.3 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of four years beginning one (1) year from the Base Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten days from the date of the receipt of any such Demand Notice.