Common use of Right to Demand a Non-Shelf Registered Offering Clause in Contracts

Right to Demand a Non-Shelf Registered Offering. Upon the demand of one or more of the Stockholders made at any time and from time to time after the expiration of the lockup period applicable to the Company’s IPO, the Company will facilitate in the manner described in this Agreement a non-shelf registered offering and sale of the shares requested by the demanding Stockholders to be included in such offering, together with any piggyback shares, as described below. A demand by the Stockholders for a non-shelf registered offering that will result in the imposition of a lockup on the Company and the Stockholders may not be made unless the shares requested to be sold by the demanding Stockholders in such offering have an aggregate market value (based on the most recent closing price of the Company’s common stock at the time of the demand) of at least $100 million. Any demanded non-shelf registered offering may, at the Company’s option, include shares to be sold by the Company for its own account and will also include shares to be sold by Stockholders that exercise their related piggyback rights in accordance with this Agreement.

Right to Demand a Non-Shelf Registered Offering. Upon the demand of one or more of the Stockholders made at any time and from time to time after the expiration of the lockup underwriter lock-up period applicable to the Company’s IPO, the Company will facilitate in the manner described in this Agreement a non-shelf registered offering and sale of the shares shares, held by LuxCo or otherwise, requested by the demanding Stockholders to be included in such offering, together with any piggyback shares, as described below. A demand by the Stockholders for a non-shelf registered offering that will result in the imposition of a lockup on the Company and the Stockholders may not be made unless the shares requested to be sold by the demanding Stockholders in such offering have an aggregate market value (based on the most recent closing price of the Company’s common stock Common Stock at the time of the demand) of at least $100 million. Any Subject to Section 3.5 below, any demanded non-shelf registered offering may, at the Company’s option, include shares to be sold by the Company for its own account and will also include shares to be sold by Stockholders Stockholders, and other holders of shares with similar rights, that exercise their related piggyback rights in accordance with this Agreementon a timely basis.