Common use of Requested Registration Clause in Contracts

Requested Registration. (a) If the Company shall receive at any time after six (6) months after the effective date of the first registration statement for a public offering of securities of the Company (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) (the “Initial Public Offering”), a written request from the Initiating Holders or Series D Initiating Holders that the Company file a registration statement under the Act covering the registration of not less than fifty percent (50%) of the Registrable Securities then outstanding and held by the holders of (i) Preferred Stock or (ii) Series D Preferred Stock, as applicable, (or any lesser number of shares if the anticipated aggregate offering price, net of underwriting discounts and commissions would exceed $5,000,000) (such request by the Initiating Holders, a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either case, the “Demand Securities”)) then the Company shall, within ten (10) days of the receipt thereof, give written notice of such request to all Holders and shall, subject to the limitations of subsection 2.2(b), use its best efforts to effect as soon as practicable, and in any event within sixty (60) days of the receipt of such request, the registration under the Act of all Registrable Securities which the Holders request to be registered in a written request given within twenty (20) days of the mailing of such notice by the Company in accordance with Section 5.5.

Requested Registration. 2.1.1 Holder's registration rights pursuant to this Section 2.1 shall be effective only in the event that (ai) If (A) the Company has effected the Initial Offering, (B) the lock-up obligation under Section 2.11 has lapsed and (C) the Company is not yet eligible to use Form S-3 to register Registrable Securities for resale or (ii) the Company first becomes subject to the periodic reporting requirements of Section 13(a) or 15(d) of the Exchange Act (or any successor provisions thereof), whichever event shall first occur (each, a "TRIGGERING EVENT"). In the event the Company or GSI, so long as GSI owns at least eighty percent (80%) of the Company's capital stock, anticipates the occurrence of the Triggering Event described in clause (ii) of the immediately preceding sentence, the Company or GSI, so long as GSI owns at least eighty percent (80%) of the Company's capital stock, shall so notify all Holders in writing at least 60 days prior to the anticipated date of such Triggering Event. Subject to the conditions of this Section 2.1, if the Company shall receive at any time after six (6) months after the effective date of the first registration statement for a public offering of securities of the Company (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) (the “Initial Public Offering”), a written request from the Initiating Holders or Series D Initiating Holders that the Company file a registration statement under the Act covering the registration of not less more than fifty percent (50%) of the Registrable Securities then outstanding and held by (the holders "INITIATING HOLDERS") that the Company file a registration statement under the Securities Act covering the registration of (i) Preferred Stock or (ii) Series D Preferred Stock, as applicable, (or any lesser number of shares if the anticipated Registrable Securities having an aggregate offering price, net price to the public in excess of underwriting discounts and commissions would exceed $5,000,000) (such request by the Initiating Holders, a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either case, the “Demand Securities”)) then the Company shall, within ten five (105) days of the receipt thereof, give written notice of such request to all Holders and shalland, subject to the limitations of subsection 2.2(b)this Section 2.1, use its best efforts to (i) effect as soon as practicable, and in any event within sixty (60) days of the receipt of such request, the registration for resale under the Securities Act of all Registrable Securities which that the Holders request to be registered in a written request given within twenty and (20ii) days of the mailing of take all steps reasonably practicable to cause such notice by the Company in accordance with Section 5.5registration to become effective as soon as practicable.

Requested Registration. (a) If If, at any time after the date which is the second anniversary of the Closing Date, the Company shall receive from holders of Series D Registrable Securities or Purchased Shares representing, in the aggregate, at any time after six (6) months after the effective date least 50% of the first registration statement for a public offering of securities of the Company Series D Registrable Securities (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) (the “Initial Public Offering”which calculation shall include all Series D Registrable Securities then outstanding and all Series D Registrable Securities into which all Purchased Shares then outstanding may be converted), a written request from (which shall specify whether the Initiating Holders or Series D Initiating Holders distribution will be made by means of an underwriting) that the Company file effect a registration statement under (a "Demand Notice") with respect to all or a part of the Act covering the Series D Registrable Securities, which Demand Notice shall request registration of not less than fifty percent 1,000,000 shares (50%subject to appropriate adjustments in the event of stock splits or similar events) of the Registrable Securities then outstanding and held by the holders of (i) Preferred Common Stock or (ii) Series D Preferred Stock, as applicable, (or any lesser number registration of shares if the Common Stock in connection with a registered offering involving anticipated aggregate offering price, net proceeds of underwriting discounts and commissions would exceed at least $5,000,000) (such request by the Initiating Holders, a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either case50 million, the “Demand Securities”)) then the Company shallwill, within ten (10) days of the receipt thereof, give written notice of such request to all Holders and shall, subject to the limitations of subsection 2.2(b), use its best efforts to effect as soon as practicable, and in any event within sixty (60) days of the receipt of use its reasonable best efforts to effect such request, the registration under the Securities Act (which shall be a "shelf" Registration Statement pursuant to Rule 415 under the Securities Act (or a successor provision), if so requested by the Holders of all a majority of the Series D Registrable Securities which specified in the Holders request to Demand Notice and if the Company is eligible therefor at such time) as may be registered in a written request given within twenty (20) days so requested and as would permit or facilitate the sale and distribution of the mailing of Series D Registrable Securities as are specified in such notice by request. After the Company in accordance with has effected three (3) such registrations pursuant to this Section 5.59.1(a), the related Registration Statements have been declared effective and the distribution contemplated thereunder completed, the Company shall have no further obligation under this Section 9.1(a).

Requested Registration. (a) If If, at any time after the date which is the second anniversary of the Closing Date, the Company shall receive from holders of Series A Registrable Securities or Purchased Shares representing, in the aggregate, at any time after six (6) months after the effective date least 50% of the first registration statement for a public offering of securities of the Company Series A Registrable Securities (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) (the “Initial Public Offering”which calculation shall include all Series A Registrable Securities then outstanding and all Series A Registrable Securities into which all Purchased Shares then outstanding may be converted), a written request from (which shall specify whether the Initiating Holders or Series D Initiating Holders distribution will be made by means of an underwriting) that the Company file effect a registration statement under (a "Demand Notice") with respect to all or a part of the Act covering the Series A Registrable Securities, which Demand Notice shall request registration of not less than fifty percent (50%) 1,000,000 shares of the Registrable Securities then outstanding and held by the holders of (i) Preferred Stock or (ii) Series D Preferred Common Stock, as applicable, (or any lesser number of shares if the anticipated aggregate offering price, net of underwriting discounts and commissions would exceed $5,000,000) (such request by the Initiating Holders, a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either case, the “Demand Securities”)) then the Company shallwill, within ten (10) days of the receipt thereof, give written notice of such request to all Holders and shall, subject to the limitations of subsection 2.2(b)as soon as practicable, use its best efforts to effect as soon as practicable, and in any event within sixty (60) days of the receipt of such request, the registration under the Securities Act (which shall be a "shelf" Registration Statement pursuant to Rule 415 under the Securities Act (or a successor provision), if so requested by the Holders of all a majority of the Series A Registrable Securities which specified in the Holders request to Demand Notice and if the Company is eligible therefor at such time) as may be registered in a written request given within twenty (20) days so requested and as would permit or facilitate the sale and distribution of the mailing of Series A Registrable Securities as are specified in such notice by request. After the Company in accordance with has effected two (2) such registrations pursuant to this Section 5.59.1(a), the related Registration Statements have been declared effective and the distribution contemplated thereunder completed, the Company shall have no further obligation under this Section 9.1(a).

Requested Registration. (a) If the Company shall receive at any time after six (6) months after the effective date of the first registration statement for a public offering of securities of the Company (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) (the “Initial Public Offering”), a written request from the Initiating Holders of (i) at least a majority of the shares of Common Stock issued or issuable upon conversion of the Series B Preferred Stock then outstanding (voting together as a single class), (ii) at least a majority of the shares of Common Stock issued or issuable upon conversion of the Series C Preferred Stock and Series D Initiating Holders Preferred Stock then outstanding (voting together as a single class), (iii) at least a majority of the shares of Common Stock issued or issuable upon conversion of the Series E-1 Preferred Stock then outstanding (voting together as a single class), or (iv) at least a majority of the shares of Common Stock issued or issuable upon conversion of the Series F Preferred stock then outstanding (voting together as a single class), that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities having an aggregate market value of not less than fifty percent (50%) of the Registrable Securities then outstanding and held by the holders of (i) Preferred Stock or (ii) Series D Preferred Stock$10,000,000, as applicable, (or any lesser number of shares if the anticipated aggregate offering price, net of underwriting discounts and commissions would exceed $5,000,000) (such request by the Initiating Holders, a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either case, the “Demand Securities”)) then the Company shallshall promptly, within and in no event more than ten (10) days following receipt of the receipt thereofsuch request, give written notice of such request to all other Holders and shall, subject to the limitations provisions of subsection 2.2(b)Section 1.8, use its best efforts to effect as soon as practicable, and in any event within sixty (60) days of the receipt of such request, the registration under the Securities Act of all Registrable Securities which the Holders request to be registered in a written request given within twenty fifteen (2015) days of the mailing of such notice by the Company in accordance with Section 5.5.3.3. Notwithstanding the foregoing, the Company shall not be obligated to effect a registration statement under this Section 1.2:

Requested Registration. (a) If After the Company has qualified for the use of Form S-3 under the Securities Act, Investor shall have the right to request registrations of Warrant Shares on Form S-3 thereafter under this Section 8.1 (such requests shall be in writing and shall state the number of Warrant Shares to be disposed of and the intended method of disposition of such shares), provided that the Company shall receive at any time after six (6) months after the effective date of the first registration statement for a public offering of securities of the Company (other than not be required to effect a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction) this Section 8.1 unless the Investor proposes to dispose of Warrant Shares which it reasonably anticipates will have an aggregate disposition price (the “Initial Public Offering”), a written request from the Initiating Holders or Series D Initiating Holders that the Company file a registration statement under the Act covering the registration of not less than fifty percent (50%) of the Registrable Securities then outstanding and held by the holders of (i) Preferred Stock or (ii) Series D Preferred Stock, as applicable, (or any lesser number of shares if the anticipated aggregate offering price, net before deduction of underwriting discounts and commissions would exceed expenses of sale) of at least one million dollars ($5,000,000) (such 1,000,000), provided further that the Company shall not be required to effect a registration pursuant to this Section 8.1 if at the time of the request by the Initiating Holders, for a “Preferred Demand” and such request by the Series D Initiating Holders, a “Series D Demand” and such requested securities in either caseregistration on Form S-3, the “Demand Securities”)) then the Company shall, in good faith gives notice within ten thirty (1030) days of the receipt thereof, give written notice of such request that it is engaged or has fixed plans to all Holders and shall, subject to the limitations of subsection 2.2(b), use its best efforts to effect as soon as practicable, and in any event engage within sixty (60) days of the time of the request in a firmly underwritten registered public offering (but such notice may not be given more than once in any six (6) month period), provided further that the Company shall not be required to effect more than one registration pursuant to this Section 8.1 in any twelve (12) month period, and provided further that the Company shall not be required to file more than two registrations on Form S-3 with respect to Warrant Shares. Upon receipt of such requesta proper request for registration pursuant to this Section 8.1, the Company will as soon as practicable but in any event within ninety (90) days, use its diligent efforts to effect such registration (including, without limitation, the execution of an undertaking to file post-effective amendments, appropriate qualification under applicable blue sky or other state securities laws and appropriate compliance with applicable regulations issued under the Act Securities Act) as may be so requested and as would permit or facilitate the sale and distribution of all Registrable Securities which the Holders request to be registered in a written request given within twenty (20) days or such portion of the mailing of Warrant Shares as are specified in such notice by request provided that the Company in accordance with Section 5.5.shall not be