Common use of Demand Registrations Clause in Contracts

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following the date hereof, the Shareholder (a “Demand Party”) shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3Section 2.1(c), at any time and or from time to time following after the six-month anniversary of the first date hereofon which the Company shall have effected the registration under the Securities Act of any shares of Common Stock, the Shareholder (a “Demand Party”) one or more Holders shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities with an aggregate value of $10,000,000 or greater (based on the market price of the Common Stock as of the date of the Demand Registration Request), by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. Any All such request requests by any Demand Party Holder pursuant to this Section 2.1(a)(i) is are referred to herein as a “Demand Registration RequestRequests,” the registrations so requested are referred to as “Demand Registrations” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) Holders making such demand for registration being are referred to as the “Initiating Holders”). Any .” As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the a “Demand Exercise Notice”) of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) the terms and 2.3conditions of this Agreement, at any time and from time to time following after the delivery by ICN to the Company of a written notice pursuant to Section 3.4 of the Affiliation and Distribution Agreement between the Company and ICN dated as of the date hereofhereof that ICN no longer intends to proceed with or complete the Distribution (the "Registration Rights Trigger Date"), the Shareholder (a “Demand Party”) Holders shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part of its and its Affiliates’ their Registrable Securities on six (6) separate occasions in the aggregate, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereofthereof (including, but not limited to, an underwritten offering). Any All such request by any Demand Party requests pursuant to this Section 2.1(a)(i2.1(a) is are referred to herein as a “"Demand Registration Request” Requests," and the registration registrations so requested is are referred to herein as a “"Demand Registration” Registrations" (with respect to any Demand Registration, the Holder(s) Holder making such demand for registration being referred to as the “"Initiating Holders”Holder"). Any As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all other Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time beginning 180 days following the date hereof, any of the Shareholder Shareholders (each, a “Demand Party” and, together, the “Demand Parties”) shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, statement on Form S-3 pursuant to Rule 415 under the Securities Act and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statementstatement on Form S-3. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the Holders of record of Registrable Securities, if any other than the Initiating Holding, Securities at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following time, for so long as the date hereofTHL Party or the Advent Party owns at least 5% of the outstanding Registrable Securities of the Company, the Shareholder (a “Demand Party”) such party shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party pursuant to this Section 2.1(a)(i) is referred to herein as therefor (a “Demand Registration Request” and the ”). The registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The No later than five Business Days after receipt of a Demand Registration Request, the Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities ActHolder.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following the date hereof, each of the Shareholder Major Holders (each a “Demand Party”) shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Major Holder(s) making such demand for registration being referred to as the “Initiating HoldersHolder(s)”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the Holders of record of Registrable Securities, if any any, other than the Initiating HoldingHolder(s), at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections Section 2.1(b) and 2.3below, at any time and after the date that is eighteen months from time to time following the date hereof, the Shareholder (a “Demand Party”) Holders shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part such aggregate number of its and its Affiliates’ Registrable Securities which represents 20% or greater of the Total Voting Power of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. Any ; provided, however that no shares of Common Stock issued or issuable, directly or indirectly, upon conversion of (x) shares of Series A Convertible Preferred Stock or (y) shares of Series B Convertible Preferred Stock may be included in such request prior to the date that is eighteen months from the date hereof. All such requests by any Demand Party Holder pursuant to this Section 2.1(a)(i) is are referred to herein as a “"Demand Registration Request” Requests," and the registration registrations so requested is are referred to herein as a “"Demand Registration” Registrations" (with respect to any Demand Registration, the Holder(s) Holders making such demand for registration being referred to as the “"Initiating Holders”"). Any As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) Section 2.1(e), Section 2.1(f), Section 2.3 and 2.3Section 2.7 below, at any time and from time to time following after the date hereofClosing Date, the Shareholder (a “Demand Party”) one or more Investors or Holdco shall have the right to require the Company Corporation to file one a registration statement in any Canadian jurisdiction and/or in the United States (if the Corporation has listed its securities on an exchange in the United States or more registration statements under on the NASDAQ Stock Market or has otherwise become subject to the reporting requirements of the U.S. Securities Act or the U.S. Exchange Act) covering all or any part of its and its Affiliates’ their respective Registrable Securities Securities, by delivering a written request therefor to the Company Corporation specifying the number of Registrable Securities to be included in such registration by such Investor(s) or Holdco, as applicable, and the intended method of distribution thereof. Any such request by any Demand Party All requests pursuant to this Section 2.1(a)(i) is 2.1 are referred to herein as a “Demand Registration Request” "DEMAND REGISTRATION REQUESTS", and the registration so registrations requested is are referred to herein as a “Demand Registration” (with "DEMAND REGISTRATIONS". With respect to any Demand Registration, the Holder(sPerson (being an Investor or Holdco) making that together with its Affiliates holds a majority of the Registrable Securities in respect of which such demand for registration is being made shall be referred to as the “Initiating Holders”)"INITIATING HOLDERS". Any As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company Corporation shall give written notice (the “Demand Exercise Notice”"DEMAND EXERCISE NOTICE") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Actand Holdco.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following after the date hereofclosing of an IPO, the Shareholder (a “Demand Party”) GSCP Parties or the P2 Manager shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand GSCP Party or the P2 Manager pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request,” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request (1) to each of the all Holders of record of Registrable Securities, if any Securities (other than the Initiating Holding, at least individuals) no later than five (5) Business Days prior after receipt of a Demand Registration Request and (2) to all Holders of record of Registrable Securities that are individuals no later than five (5) Business Days after the filing of any a registration statement under pursuant to the Securities ActDemand Registration Request (or, in the case of a request for the filing of an automatic shelf registration statement, five (5) Business Days after receipt of the Demand Registration Request).

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time after one hundred eighty (180) days following an IPO, each of the date hereof, the Shareholder (a “Demand Party”) GSCP Parties shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ ' Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party Holder pursuant to this Section 2.1(a)(i) is referred to herein as a “"Demand Registration Request” ," and the registration so requested is referred to herein as a “"Demand Registration” " (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “"Initiating Holders”"). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”)issuer, an automatic shelf registration statement. The As promptly as practicable, but no later than five (5) Business Days after receipt of a Demand Registration Request, the Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following after the date hereof, the Shareholder (a “Demand Party”) any Onex Stockholder shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party Onex Stockholder pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request,” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(sOnex Stockholder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request (1) to each of the all Holders of record of Registrable Securities, if any Securities (other than individuals and other than the Initiating Holding, at least Onex Stockholders) no later than five (5) Business Days prior after receipt of a Demand Registration Request and (2) to all Holders of record of Registrable Securities that are individuals no later than five (5) Business Days after the filing of any a registration statement under pursuant to the Securities ActDemand Registration Request (or, in the case of a request for the filing of an automatic shelf registration statement, five (5) Business Days after receipt of the Demand Registration Request).

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.32.3 below, at any time and from time to time following after the date hereofclosing of an IPO and the delivery by Cabot to the Company of written notice, pursuant to Section 2.6 of the Shareholder IPO and Distribution Agreement, that Cabot no longer intends to proceed with or complete the Distribution (a “Demand Party”) the "Registration Rights Trigger Date"), Cabot shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by Cabot and the intended method of distribution thereof. Any All such request requests by any Demand Party Cabot pursuant to this Section 2.1(a)(i) is are referred to herein as a “"Demand Registration Request” Requests," and the registration registrations so requested is are referred to herein as a “"Demand Registration” Registrations" (with respect to any Demand Registration, the Holder(s) Holder making such demand for registration being referred to as the “"Initiating Holders”Holder"). Any As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (ia)(i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following after the date hereofclosing of an IPO, the Shareholder (a “Demand Party”) any GSCP Party or THL Party shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand GSCP Party or THL Party pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request,” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”)issuer, an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request (1) to each of the all Holders of record of Registrable Securities, if any Securities (other than the Initiating Holding, at least individuals) no later than five (5) Business Days prior after receipt of a Demand Registration Request and (2) to all Holders of record of Registrable Securities that are individuals no later than five (5) Business Days after the filing of any a registration statement under pursuant to the Securities ActDemand Registration Request (or, in the case of a request for the filing of an automatic shelf registration statement, five (5) Business Days after receipt of the Demand Registration Request).

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at At any time and from time to time following after the date hereoffirst anniversary of the Closing and during the Registration Period, the Shareholder any Subscriber (and any other Holder to whom a “Demand Party”Subscriber has specifically transferred its rights under this Section 2.1) shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part of its and its Affiliates’ their respective Registrable Securities Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holder(s), a price range acceptable to such Holder for the sale of such Registrable Securities and the intended method of distribution thereof. Any All such request by any Demand Party requests pursuant to this Section 2.1(a)(i2.1(a) is are referred to herein as a “"Demand Registration Request” Requests" and the registration registrations so requested is are referred to herein as a “"Demand Registration” Registrations" (with respect to any Demand Registration, the Holder(s) Holder making such demand for registration being referred to as the “"Initiating Holders”Holder" and, in the case that the Initiating Holder is a Subscriber, such initiating Holder, together with the other Subscribers, the "Initiating Holder Group"). Any As promptly as practicable, but no later than 10 Business Days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b2.1 (b) and 2.32.3 below, at any time and from time to time following time, so long as any Holder holds Registrable Securities constituting in excess of 5% of the date hereofoutstanding shares of Common Stock (assuming for purposes of making this computation that any shares of Preferred Stock held by such Holder have been converted into shares of Common Stock), the Shareholder (a “Demand Party”) each Holder shall have the right to require the Company to file one or more a registration statements statement under the Securities Act covering all or any part of its and its Affiliates’ their respective Registrable Securities Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holder(s) and the intended method of distribution thereof. Any All such request requests by any Demand Party Holder pursuant to this Section 2.1(a)(i2.1 (a)(i) is are referred to herein as a “"Demand Registration Request” Requests," and the registration registrations so requested is are referred to herein as a “"Demand Registration” Registrations" (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “"Initiating Holders”Holder"). Any As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “"Demand Exercise Notice”") of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time following the date hereof, the Shareholder (a “Demand Party”) shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the Holders of record of Registrable Securities, if any any, other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at At any time and from time to time following after the date hereof, a Majority Participating Holder or the Shareholder (a “Demand Party”) Holders shall have the right to require the Company to prepare and file one or more registration statements under with the Securities Act and Exchange Commission (the “Commission”) the Registration Statement covering the resale of the greater of (a) all or any part a portion of its and its Affiliates’ the Registrable Securities or (b) the maximum number of Registrable Securities allowed under Rule 415(a)(1)(i) as interpreted by the Commission, for an offering to be made on a continuous basis pursuant to Rule 415, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. Any All such request requests by any Demand Party Holder pursuant to this Section 2.1(a)(i2.1(a) is are referred to herein as a “Demand Registration RequestRequests,” and the registration registrations so requested is are referred to herein as a “Demand RegistrationRegistrations” (with respect to any Demand Registration, the Holder(s) Holders making such demand for registration being referred to as the “Initiating Holders”). Any As promptly as practicable, but no later than ten days after the Company’s receipt of a Demand Registration Request may request that Request, the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”), an automatic shelf registration statement. The Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.

Demand Registrations. (a) (i) Subject to Sections 2.1(b) and 2.3, at any time and from time to time after one hundred eighty (180) days following an IPO, each of the date hereof, GSCP Parties and the Shareholder (a “Demand Party”) Providence Parties shall have the right to require the Company to file one or more registration statements under the Securities Act covering all or any part of its and its Affiliates’ Registrable Securities by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration and the intended method of distribution thereof. Any such request by any Demand Party Holder pursuant to this Section 2.1(a)(i) is referred to herein as a “Demand Registration Request,” and the registration so requested is referred to herein as a “Demand Registration” (with respect to any Demand Registration, the Holder(s) making such demand for registration being referred to as the “Initiating Holders”). Any Demand Registration Request may request that the Company register Registrable Securities on an appropriate form, including a shelf registration statement, and, if the Company is a well-known seasoned issuer (as defined in Rule 405 under the Securities Act, a “WKSI”)issuer, an automatic shelf registration statement. The As promptly as practicable, but no later than five (5) Business Days after receipt of a Demand Registration Request, the Company shall give written notice (the “Demand Exercise Notice”) of such Demand Registration Request to each of the all Holders of record of Registrable Securities, if any other than the Initiating Holding, at least five (5) Business Days prior to the filing of any registration statement under the Securities Act.