Common use of Request by Holders Clause in Contracts

Request by Holders. If the Company shall receive at any time more than 180 days after the closing date of the first public offering of securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions), then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand Notice”) to all Holders and use its commercially reasonable best efforts to, as soon as practicable, file a registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of this Section 2.

Request by Holders. If the Company shall receive at any time more than 180 after the earlier of (i) two (2) years after the date of this Agreement, or (ii) ninety (90) days after the closing effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least fifty percent (50% %) of the Registrable Securities (other than Excluded Securities) then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand Notice”"REQUEST NOTICE") to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating (other than Excluded Securities) which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; PROVIDED, that the Registrable Securities (other than Excluded Securities) requested by all Holders to be registered pursuant to such request must (i) be at least twenty percent (20%) of all Registrable Securities (other than Excluded Securities) then outstanding and (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions ) of not less than $5,000,000, or $10,000,000 if such requested registration is the initial public offering of the Company's stock registered under the Securities Act.

Request by Holders. If the Company shall receive Company, at any time more than 180 days after the closing date earlier of (i) December 31, 2022, or (ii) six (6) months following the first completion of a firm commitment underwritten public offering of securities the Ordinary Shares of the Company pursuant to an effective registration statement (other than in the United States that has been registered under the Securities Act or in a registration statement relating to similar public offering of the sale of securities to employees Ordinary Shares of the Company pursuant to a stock optionin another jurisdiction which results in the Ordinary Shares trading publicly on an internationally recognized securities exchange, stock purchase or similar plan or an SEC Rule 145 transaction) receives a written request from the Holders of at least 50% thirty percent (30%) of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities with an (or any lesser percentage if the anticipated aggregate public gross proceeds from the offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)are to exceed US$100,000,000) pursuant to this Section 2.3, then the Company shall, within ten (10) business days Business Days (as defined below) of the receipt of such written request, give written notice of such request (the “Demand Request Notice”) to all Holders Holders, and use its commercially reasonable best efforts toto effect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.3.

Request by Holders. If the Company shall receive receives at any time more than 180 after the earlier of (i) July 1, 2001, or (ii) one hundred eighty (180) days after the closing effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% twenty percent (20%) of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shallwill, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and will use its commercially reasonable best efforts toto effect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Registrable Securities requested by all Holders to be registered pursuant to the first registration effected pursuant to this Section 2.2 must have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $25,000,000.00; provided further that the Registrable Securities requested by all Holders to be registered pursuant to the second registration effected pursuant to this Section 2.2 must have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $15,000,000.00.

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of (i) the date that is eighteen (18) months after the date of this Agreement, or (ii) six (6) months after the effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to filed under the sale of securities to employees of the Company pursuant to a stock optionSecurities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 5030% of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts to, to effect as soon as practicable, file a and in any event within ninety (90) days of the receipt of such Request Notice, the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $7,500,000.

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of (i) four (4) years from the date of this Agreement or (ii) six (6) months after the effective date of the first registration statement for a public offering of securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least fifty percent (50% %) of the Registrable Securities then outstanding outstanding, voting together as a single class and on an as-converted basis (the “Initiating Holders”) ), that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)10,000,000, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand Notice”) to all Holders and use its commercially reasonable best efforts toand, as soon as practicable, file a registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of this Section 2.

Request by Holders. If (i) the Company shall receive at any fails to comply with its obligations under either Section 2(a) or 2(b) hereof within the respective time more than 180 days after the closing date of the first public offering of securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction) periods set forth therein and subsequently receives a written request from the Holders holders of at least fifty percent (50% %) of the Registrable Securities then outstanding (“Initiating Holders”) Purchased Shares issued as of the Closing that the Company file a registration statement Registration Statement under the Securities Act (including, without limitation, a "shelf" registration statement, if requested by such holders, during any period of time that Rule 144 is not available as an exemption for the sale in a single 90-day period of all the Registrable Securities that any such holder desires to sell) covering the registration of Registrable Securities, and (ii) the expected gross proceeds of the sale of Registrable Securities with an anticipated aggregate public offering price of not less than under such Registration Statement would equal or exceed $10,000,000 (exclusive of underwriters’ discounts and commissions)2,000,000, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders holders of Registrable Securities (as reflected on its register of such holders), and use its commercially reasonable best efforts toto effect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating Holders requested holders thereof request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each case, subject to the limitations of this Section 2Request Notice.

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of (i) five (5) years from the date of this Agreement or (ii) six (6) months after the effective date of the first registration statement for a public offering of securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 5020% of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration such amount of Registrable Securities with as would have an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)10,000,000, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand Notice”) to all Holders and use its commercially reasonable best efforts toand, as soon as practicable, file a registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of this Section 2.

Request by Holders. If (i) the Company shall receive at any time more than 180 days after the closing date of one hundred and twentieth (120th) day after the first public offering of securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or an SEC Rule 145 transaction) Closing receive a written request from the Holders of at least fifty percent (50% %) of the Registrable Securities then outstanding (“Initiating Holders”) Series B Preferred issued as of the Closing, that the Company file a registration statement under the Securities Act (including, without limitation, a "shelf" registration statement, if requested by such Holders, during any period of time that Rule 144 is not available as an exemption for the sale in a single 90-day period of all of the Registrable Securities that any such Holder desires to sell, in which case the Company would maintain the effectiveness of such "shelf" registration statement until the earlier of the first anniversary of the effectiveness thereof or the date on which all such Registrable Securities could be sold under Rule 144 in a single 90-day period) covering the registration of Registrable Securities, and (ii) the expected gross proceeds of the sale of Registrable Securities with an anticipated aggregate public offering price of not less than under such registration statement would equal or exceed $10,000,000 (exclusive of underwriters’ discounts and commissions)2,000,000, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts toto effect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of this Section 2.twenty

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of three (3) years from the date of this Agreement, or six (6) months after the effective date of the first Company’s initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act (the “IPO”), stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% a majority of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten twenty (1020) business days of after the receipt of such written request, give written notice of such request (the “Demand Request Notice”) to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 2; provided, that the Registrable Securities requested by all Holders to be registered pursuant to such request must either (i) be at least thirty percent (30%) of all Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than Five Million Dollars ($5,000,000) or Thirty Million Dollars ($30,000,000) if such requested registration is the IPO.

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of (i) July 5, 2002, or (ii) six (6) months after the effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% 2,100,000 shares (on a common equivalent basis) of the Demand Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Demand Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand Notice”"REQUEST NOTICE") to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as practicable, file a the registration statement under the Securities Act covering of all Demand Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Demand Registrable Securities requested by all Holders to be registered pursuant to such request must either (i) be at least fifty percent (50%) of all Demand Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $5,000,000 (or $10,000,000 if such requested registration is the initial public offering of the Company's stock registered under the Securities Act).

Request by Holders. If the Company shall receive at any time more than 180 days ------------------ after the closing later of (i) September __, 1998, or (ii) six (6) months after the effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as -------------- practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Registrable Securities -------- requested by all Holders to be registered pursuant to such request must either (i) be at least fifty percent (50%) of all Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $10,000,000.

Request by Holders. If the Company shall receive at any time more than ------------------ after August 31, 2000, or after 180 days after the closing effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% a majority of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as practicable, file a and in any event within 60 days following delivery of the Request Notice, the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must either (i) be at least fifty percent (50%) of all Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $2,000,000.

Request by Holders. If the Company shall receive at any time more than 180 days ------------------ after the closing earlier of (i) September 30, 2002 (except that if the Company has completed the initial public offering of its securities then the time period in 2.2(a)(ii) shall apply even after September 30, 2002), or (ii) six (6) months after the effective date of the first Company's initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% twenty-five percent (25%) of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten (10) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as -------------- practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 22.2; provided that the Registrable Securities -------- requested by all Holders to be registered pursuant to such request must either (i) be at least twenty-five percent (25%) of all Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than $2,500,000.

Request by Holders. If the Company shall receive at any time more than 180 days after six (6) months following the closing earlier of (i) the date that the Company becomes subject to the periodic reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act"), or (ii) the effective date of a transaction in which the first public offering Company's outstanding shares of securities Common Stock are exchanged for shares of common stock of an entity that is subject to the periodic reporting requirements of Sections 13 or 15(d) of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionExchange Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% a majority of the Registrable Securities then outstanding (“the "Initiating Holders”") that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with having an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than two million five hundred thousand dollars ($10,000,000 (exclusive of underwriters’ discounts and commissions2,500,000), then the Company shall, within ten fifteen (1015) business days of the receipt of such written request, give written notice of such request (“Demand "Request Notice”") to all Holders Holders, and use its commercially reasonable best efforts tocommence taking such steps as may be reasonably necessary to effect, as soon as practicable, file a the registration statement on Form S-2 (or any successor form) under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty fifteen (2015) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 21.2.

Request by Holders. If the Company shall receive at any time more than 180 days after the closing earlier of (i) five (5) years from the date of this Agreement or (ii) six (6) months after the effective date of the first Company’s initial public offering of its securities of the Company pursuant to an effective registration statement (other than a registration statement relating to the sale of securities to employees of the Company pursuant to a stock optionregistration filed under the Securities Act, stock purchase or similar plan or an SEC Rule 145 transaction) a written request from the Holders of at least 50% forty percent (40%) of the Registrable Securities then outstanding (“Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities with an anticipated aggregate public offering price of not less than $10,000,000 (exclusive of underwriters’ discounts and commissions)pursuant to this Section 2.2, then the Company shall, within ten twenty (1020) business days of after the receipt of such written request, give written notice of such request (the “Demand Request Notice”) to all Holders Holders, and use its commercially reasonable best efforts toeffect, as soon as practicable, file a the registration statement under the Securities Act covering of all Registrable Securities that the Initiating which Holders requested request to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder Holders to the Company within twenty (20) days after receipt of the date the Demand Notice is given, and in each caseRequest Notice, subject only to the limitations of this Section 2; provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must either (i) be at least thirty percent (30%) of all Registrable Securities then outstanding or (ii) have an anticipated aggregate public offering price (before any underwriting discounts and commissions) of not less than Seven Million Five Hundred Thousand Dollars ($7,500,000).