Common use of Piggyback Registration Right Clause in Contracts

Piggyback Registration Right. (a) Within ten (10) Business Days following receipt by the Company of a request from the Initiating Holders to effect a Demand Registration, the Company shall give written notice of such request to each other Holder (together with its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the opportunity to register their pro rata share (based on the ownership of the Non-Initiating Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating Holders.

Piggyback Registration Right. If at any time while Seller owns the Series B Preferred Shares, Buyer shall notify Seller in writing at least fifteen (a15) Within ten days prior to the filing of any registration statement under the Securities Act of 1933, as amended (10the “Securities Act”), in connection with a public offering of shares of Buyer’s common stock (including, but not limited to, registration statements relating to secondary offerings of securities of Buyer but excluding any registration statements (i) Business Days following receipt on Form S-4 or S-8 (or any successor or substantially similar form), or of any employee stock option, stock purchase or compensation plan or of securities issued or issuable pursuant to such plan, or a dividend reinvestment plan, (ii) otherwise relating to any employee, benefit plan or corporate reorganization or other transactions covered by Rule 145 promulgated under the Company Securities Act, or (iii) on any registration form that does not permit secondary sales or does not include substantially the same information as would be required to be included in a registration statement covering the resale of a request from the Initiating Holders to effect a Demand Registration, shares of common stock issuable upon conversation of the Company shall give written notice of such request to each other Holder (together with Series B Preferred Shares held by Seller or its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the will afford Seller an opportunity to register their pro rata share (based on the ownership include in such registration statement all or part of the Non-Initiating Holders as compared to Series B Preferred Shares held by Seller or any of its Affiliates. In the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, event that Seller desires to include in any such registration statement all or any portion part of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) the Series B Preferred Shares held by Seller, Seller shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days days after the above-described notice from Buyer, so notify Buyer in writing, including the number of shares of such Series B Shares that Seller wishes to include in such registration statement. In furtherance and not in limitation of the notice provided for above) foregoing, Seller or its Affiliates shall have no rights pursuant to cause the IM Underwriter this Section 4.06 at such time as all shares of common stock issuable upon conversion of such Series B Preferred Shares held by Seller or its Affiliates may be sold without limitation pursuant to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating HoldersRule 144.

Piggyback Registration Right. Within five (a) Within ten (105) Business Days following receipt by the Company Parent of a request from the Initiating Holders Seller to effect a Demand RegistrationRegistration that would register at least a majority of the Registrable Securities held by such Seller, the Company Parent shall give written notice of such request to each other Holder (together with its Affiliates) Seller (the “Non-Initiating HoldersNon- Seller”) ), which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders Non- Seller the opportunity to register their pro rata share Pro Rata Share (based on the ownership Pro Rata Share of the Non-Initiating Holders Non- Seller as compared to the ownership Pro Rata Share of the Initiating HoldersSeller) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating Holder Non- Seller shall be entitled, by delivery of a written request to the Company Parent delivered no later than ten five (105) Business Days following receipt of notice from the CompanyParent, to include all or any portion of their applicable Pro Rata Share of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)Section 10.4). The right of each Non-Initiating Holder Non- Seller to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) Section 10.2 shall be conditioned upon each Non-Initiating Holder Non- Seller entering into (together with the Initiating HoldersSeller) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4Section 10.4, the Company Parent shall use its reasonable best efforts (within ten five (105) Business Days of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders Non- Seller to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating HoldersSeller.

Piggyback Registration Right. If at any time prior to the expiration of the Registration Period the Company shall determine (ai) Within ten to file with the Securities and Exchange Commission a Registration Statement relating to an offering for its own account or for the account of any other holder of its equity securities (10other than securities being registered on Form S-4 or Form S-8 or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with stock option or other employee benefit plans), and/or (ii) Business Days following receipt by otherwise to effect an underwritten offering of any securities of the Company of a request from the Initiating Holders to effect type included in a Demand Registrationthen effective Registration Statement, the Company shall give send to each Holder written notice of such request to each other Holder determination and, if within fifteen (together with its Affiliates15) (days after the “Non-Initiating Holders”) which shall describe the anticipated filing datedate such notice is given, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the opportunity to register their pro rata share (based on the ownership of the Non-Initiating Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating a Holder shall be entitled, by delivery of a written so request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4writing, the Company shall use its reasonable best efforts (within ten (10) Business Days include in such Registration Statement and/or include in such underwritten offering, as applicable, all or any part of such Holder’s Registrable Securities that the notice provided for above) Holder requests to cause the IM Underwriter to permit the Non-Initiating Holders to participate be registered and/or included in the Incidental Registration to include its Registrable Securities underwritten offering, as applicable, except that if, in such connection with any underwritten offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating HoldersCompany, the managing underwriter(s) thereof shall impose a limitation on the number of Registrable Securities which may be included in such offering because, in such underwriter(s)’ judgment, marketing or other factors dictate such limitation is necessary to facilitate public distribution, then the Company shall be obligated to include in such underwritten offering only such limited portion of the Registrable Securities with respect to which the Holder has requested inclusion hereunder as the underwriter(s) shall permit. In connection with the exercise of the foregoing registration rights, the Company and each Holder electing to participate in such registration shall enter into customary indemnification agreements with respect to the accuracy of information contained in or, in the case of the indemnity to be provided by each such Holder, provided specifically for inclusion in, the applicable Registration Statement.

Piggyback Registration Right. (a) Within ten (10) Business Days following receipt by the Company of a request from the Initiating Demand Holders to effect a Demand Registration, the Company shall give written notice of such request to each other Holder (together with its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the opportunity to register their pro rata share (based on the ownership of the Non-Initiating Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Demand Holders) an underwriting agreement in customary form with the IM UnderwriterUnderwriter on the same terms as the Initiating Demand Holders. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders to participate in the Incidental Registration to include its their Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating Demand Holders.

Piggyback Registration Right. At any time after the Closing, if ITC proposes to file a registration statement under the Securities Act with respect to an offering of its equity securities (ai) Within ten for its own account (10) Business Days following receipt other than a registration statement on Form S-4 or S-8 (or any substitute form that may be adopted by the Company Securities and Exchange Commission)) or (ii) for the account of any holders of its securities (including pursuant to a request from the Initiating Holders to effect a Demand Registrationdemand registration), the Company then ITC shall give written notice of such request proposed filing to each other Holder all SCANA Holders (together with its Affiliatesas defined below) as soon as practicable (the “Non-Initiating Holders”) which shall describe but in any event not less than five business days before the anticipated filing date, the proposed registration and plan of distribution), and such notice shall offer the Non-Initiating SCANA Holders the opportunity to register their pro rata share such number of Shares or Additional Shares (based on collectively, "Securities") as the ownership of the Non-Initiating SCANA Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registrationrequest. Following the receipt of such notice, each Non-Initiating Holder Such registration shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable registration of ITC's or such other holders' securities (a "Piggyback Registration"). Notwithstanding anything contained herein, if the lead underwriter of an offering involving a Piggyback Registration delivers a written opinion to ITC that the success of such offering would be materially and adversely affected by inclusion of all the securities requested to be included, then the number of Securities being sold for to be registered by the account SCANA Holders shall be reduced, pro rata on the basis of the Initiating Holders.number of Securities requested to be included by each such SCANA Holder, prior to any reduction in the number of Securities originally requested by them; provided, however, that ITC must provide prompt written notice of such written -------- ------- opinion to the SCANA Holders participating in such registration. For purposes of this Section 3.5, "

Piggyback Registration Right. (a) Within ten The Company shall notify TBI-Mission West, LLC in writing at least fifteen (1015) Business Days following receipt by days prior to filing any registration statement under the Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding registration statements relating to any employee benefit plan or a request from corporate reorganization or other transaction covered by Rule 145 promulgated under the Initiating Holders Act, or a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to effect be included in a Demand Registrationregistration statement covering the sale of Registrable Securities) and will afford TBI-Mission West, the Company shall give written notice of such request to each other Holder (together with its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the LLC an opportunity to register their pro rata share (based on the ownership include in such registration statement all or any part of the NonRegistrable Securities then held by TBI-Initiating Holders as compared Mission West, LLC. If TBI-Mission West, LLC desires to the ownership include in any such registration statement all or any part of the Initiating Holders) of Registrable Securities held by it, it shall, within five (an “Incidental Registration”5) in such registration. Following the days after receipt of such notice, each Nonthe above-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Securities it wishes to include in such registration statement, and TBI-Mission West, LLC shall execute all customary agreements to be executed by holders when exercising piggyback registration rights. If TBI-Mission West, LLC decides not to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on any registration statement thereafter filed by the same Company, it shall nevertheless continue to have the right to include any Registrable Securities it holds in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions as the Registrable Securities being sold for the account of the Initiating Holdersset forth herein.

Piggyback Registration Right. If at any time while Seller owns the Series B Preferred Shares, Buyer shall notify Seller in writing at least fifteen (a15) Within ten days prior to the filing of any registration statement under the Securities Act of 1933, as amended (10the “Securities Act”), in connection with a public offering of shares of Buyer’s common stock (including, but not limited to, registration statements relating to secondary offerings of securities of Buyer but excluding any registration statements (i) Business Days following receipt on Form S-4 or S-8 (or any successor or substantially similar form), or of any employee stock option, stock purchase or compensation plan or of securities issued or issuable pursuant to such plan, or a dividend reinvestment plan, (ii) otherwise relating to any employee, benefit plan or corporate reorganization or other transactions covered by Rule 145 promulgated under the Company Securities Act, or (iii) on any registration form that does not permit secondary sales or does not include substantially the same information as would be required to be included in a registration statement covering the resale of a request from the Initiating Holders to effect a Demand Registration, shares of common stock issuable upon conversation of the Company shall give written notice of such request to each other Holder (together with Series B Preferred Shares held by Seller or its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distribution, and offer the Non-Initiating Holders the will afford Seller an opportunity to register their pro rata share (based on the ownership include in such registration statement all or part of the Non-Initiating Holders as compared to Series B Preferred Shares held by Seller or any of its Affiliates. In the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such notice, each Non-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, event that Seller desires to include in any such registration statement all or any portion part of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a)). The right of each Non-Initiating Holder to have Registrable Securities included in a Demand Registration pursuant to this SECTION 2.2(a) the Series B Preferred Shares held by Seller, Seller shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days days after the above-described notice from Buyer, so notify Buyer in writing, including the number of shares of such Series B Shares that Seller wishes to include in such registration statement. In furtherance and not in limitation of the notice provided for above) foregoing, Seller or its Affiliates shall have no rights pursuant to cause the IM Underwriter this Section 4.06 at such time as all shares of common stock issuable upon conversion of such Series B Preferred Shares held by Seller or its Affiliates may be sold without limitation pursuant to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating Holders.Rule 144. 12

Piggyback Registration Right. For a period of five years after the Closing Date, the PURO Members shall have “piggyback” registration rights with respect to the Common Stock received pursuant to the terms of this Agreement (athe “Registrable Securities”) Within ten if the Parent proposes to register (10) Business Days following receipt including for this purpose a registration effected by the Company Parent for stockholders other than the PURO Members) any of a request from its Common Stock under the Initiating Holders to effect a Demand Securities Act in connection with the public offering of such securities (other than in an Excluded Registration, ). The Parent shall promptly give the Company shall give written PURO Members notice of such registration. Upon the request to each other Holder (together with its Affiliates) (of the “Non-Initiating Holders”) which shall describe the anticipated filing datePURO Members, the proposed registration and plan of distributionParent shall, and offer subject to the Non-Initiating Holders the opportunity restrictions set forth in this Section 7.7, cause to register their pro rata share (based on the ownership be registered all of the Non-Initiating Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) that each such PURO Member has requested to be included in such registration. Following The Parent shall have the receipt right to terminate or withdraw any registration initiated by it under this Section 7.7 before the effective date of such noticeregistration, each Non-Initiating Holder shall be entitled, by delivery of a written request to the Company delivered no later than ten (10) Business Days following receipt of notice from the Company, whether or not any PURO Member has elected to include all or any portion of their Registrable Securities in such Demand Registration (subject to SECTION 2.4(a))registration. The right expenses of such withdrawn registration shall be borne by the Parent. In connection with any offering involving an underwriting of shares of the Parent’s capital stock, the Parent shall not be required to include any of the PURO Members’ Registrable Securities in such underwriting unless the PURO Members accept the terms of the underwriting as agreed upon between the Parent and its underwriters, and then only in such quantity as the underwriters in their sole discretion determine will not jeopardize the success of the offering by the Parent. If the total number of securities, including Registrable Securities, requested by PURO Members to be included in such offering exceeds the number of securities to be sold (other than by the Parent) that the underwriters in their reasonable discretion determine is compatible with the success of the offering, then the Parent shall be required to include in the offering only that number of such securities, including Registrable Securities, which the underwriters and the Parent in their sole discretion determine will not jeopardize the success of the offering. If the underwriters determine that less than all of the Registrable Securities requested to be registered can be included in such offering, then the Registrable Securities that are included in such offering shall be allocated among the selling PURO Members in proportion (as nearly as practicable to) the number of Registrable Securities owned by each Non-Initiating Holder selling PURO Member or in such other proportions as shall mutually be agreed to have by all such selling PURO Members. Notwithstanding the foregoing, in no event shall (a) the number of Registrable Securities included in the offering be reduced unless all other securities held by (i) holders of record of the Parent’s securities as of the Closing Date or (ii) other holders of record of the Parent’s securities that are not the PURO Members and acquire such securities after the Closing Date as consideration for a Demand Registration merger, stock sales, asset acquisition, reorganization or other similar transaction, are first entirely excluded from the offering, or (b) after the two year anniversary of the Closing Date, the number of Registrable Securities included in the offering be reduced below ten percent (10%) of the total number of securities included in such offering. For purposes of this Section 7.7, “Excluded Registration” shall mean (A) a registration relating to the sale or grant of securities to employees of the Parent or a subsidiary pursuant to this SECTION 2.2(aa stock option, stock purchase, equity incentive or similar plan; (B) a registration relating to an SEC Rule 145 transaction; (C) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or (D) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered. For the avoidance of doubt, none of the PURO Members shall be conditioned upon each Non-Initiating Holder entering into (together with entitled to have any Registerable Securities purchased by an underwriter or the Initiating Holders) an underwriting agreement investors in customary form with the IM Underwriter. Subject to SECTION 2.4, the Company shall use its reasonable best efforts (within ten (10) Business Days any of the notice provided for above) to cause the IM Underwriter to permit the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as the Registrable Securities being sold for the account of the Initiating HoldersParent’s registered offerings.

Piggyback Registration Right. (a) Within ten (10) Business Days following receipt In addition to the demand right of registration, the Holder of this Warrants shall have the right for a period of five years commencing on the Commencement Date, to include the Registrable Securities as part of any other registration of securities filed by the Company (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8); provided, however, that if, in the written opinion of a request from the Initiating Holders to effect a Demand RegistrationCompany’s managing underwriter or underwriters, if any, for such offering, the inclusion of the Registrable Securities, when added to the securities being registered by the Company shall give written notice or the selling stockholder(s), will exceed the maximum amount of such request the Company’s securities which can be marketed (i) at a price reasonably related to each other Holder (together with its Affiliates) (the “Non-Initiating Holders”) which shall describe the anticipated filing date, the proposed registration and plan of distributiontheir then current market value, and offer (ii) without materially and adversely affecting the Non-Initiating Holders the opportunity to register their pro rata share (based on the ownership of the Non-Initiating Holders as compared to the ownership of the Initiating Holders) of Registrable Securities (an “Incidental Registration”) in such registration. Following the receipt of such noticeentire offering, each Non-Initiating Holder shall be entitled, by delivery of a written request to then the Company delivered no later than ten (10) Business Days following receipt of notice from will still be required to include the CompanyRegistrable Securities, but may require the Holder to agree, in writing, to include delay the sale of all or any portion of their the Registrable Securities for a period of 90 days from the effective date of the offering, provided, further, that if the sale of any Registrable Securities is so delayed, then the number of securities to be sold by all stockholders in such Demand Registration (subject public offering during such 90 day period shall be apportioned pro rata among all such selling stockholders, including all holders of the Registrable Securities, according to SECTION 2.4(a))the total amount of securities of the Company owned by said selling stockholders, including all holders of the Registrable Securities. The right Company shall bear all fees and expenses attendant to registering the Registrable Securities, but the Holder shall pay any and all underwriting commissions related to the Registrable Securities. In the event of each Non-Initiating Holder to have Registrable Securities included in such a Demand Registration pursuant to this SECTION 2.2(a) shall be conditioned upon each Non-Initiating Holder entering into (together with the Initiating Holders) an underwriting agreement in customary form with the IM Underwriter. Subject to SECTION 2.4proposed registration, the Company shall use its reasonable best efforts furnish the then Holder of outstanding Registrable Securities with not less than fifteen days written notice prior to the proposed date of filing of such registration statement. Such notice to the Holder shall continue to be given for each applicable registration statement filed (during the period in which this Warrant is exercisable) by the Company until such time as all of the Registrable Securities have been registered and sold. The Holder of the Registrable Securities shall exercise the “piggy back” rights provided for herein by giving written notice, within ten (10) Business Days days of the receipt of the Company’s notice provided of its intention to file a registration statement. The Company shall cause any registration statement filed pursuant to the above “piggyback” rights to remain effective for above) to cause at least nine months from the IM Underwriter to permit date that the Non-Initiating Holders to participate in the Incidental Registration to include its Registrable Securities in such offering on the same terms and conditions as Holder of the Registrable Securities being sold for was first given the account opportunity to sell all of the Initiating Holderssuch securities.