Common use of Demand by Holder Clause in Contracts

Demand by Holder. (a) At the request of Holder, the Company shall prepare and file a “shelf” registration statement (the “Registration Statement”) with respect to the Registrable Securities covering the resale thereof by the Holder on an appropriate form for an offering to be made on a continuous or delayed basis pursuant to Rule 415 within 60 days after receipt of such request (provided that the Registrable Securities subject to such request have been issued by the Company on or before the date of such request) and shall use its best efforts to cause such Registration Statement to be declared effective within 120 days after the date of such request. The Company shall use its best efforts to keep the Registration Statement continuously effective until the earliest of (A) such time as all of the Registrable Securities have been sold pursuant to the Registration Statement or Rule 144 of the Securities Act, (B) the date on which all of the Registrable Securities may be sold without volume restrictions in accordance with Rule 144 of the Securities Act and (C) 24 months following the effective date of the Registration Statement. The Company’s registration obligations under this Section 1.1 shall include, in addition to those set forth elsewhere in this Agreement, an obligation to effect (A) appropriate qualification under applicable blue sky or other state securities laws in those jurisdictions selected by the managing underwriter or underwriters designated pursuant to Section 1.2 or, if no such managing underwriter or underwriters is designated, in those jurisdictions reasonably selected by Holder, (B) appropriate compliance with applicable federal and state laws, requirements and regulations, and (C) such steps as are reasonably necessary to permit or facilitate the sale and distribution of all or such portion of such Registrable Securities as are specified in such request.

Demand by Holder. (a) At the request of Holder, the Company shall prepare and file a “shelf” shelf registration statement (the “Registration Statement”) with respect to the Registrable Securities covering the resale thereof by the Holder on an appropriate form for an offering to be made on a continuous or delayed basis pursuant to Rule 415 within 60 days after receipt of such request (provided that the Registrable Securities subject to such request have been issued by the Company on or before the date of such request) and shall use its best efforts to cause such Registration Statement to be declared effective within 120 days after the date of such request. The Company shall use its best efforts to keep the Registration Statement continuously effective until the earliest of (A) such time as all of the Registrable Securities have been sold pursuant to the Registration Statement or Rule 144 of the Securities Act, (B) the date on which all of the Registrable Securities may be sold without volume restrictions in accordance with Rule 144 of the Securities Act and (C) 24 months following the effective date of the Registration Statement. The Company’s registration obligations under this Section 1.1 shall include, in addition to those set forth elsewhere in this Agreement, an obligation to effect (A) appropriate qualification under applicable blue sky or other state securities laws in those jurisdictions selected by the managing underwriter or underwriters designated pursuant to Section 1.2 or, if no such managing underwriter or underwriters is designated, in those jurisdictions reasonably selected by Holder, (B) appropriate compliance with applicable federal and state laws, requirements and regulations, and (C) such steps as are reasonably necessary to permit or facilitate the sale and distribution of all or such portion of such Registrable Securities as are specified in such request.

Demand by Holder. (ai) At the request of HolderHolder received prior to the 12 month period following the Listing (a “Registration Demand”), but in no event prior to the earlier of (A) 120 days following the Effective Date and (B) 14 days after the date all financial statements required to be filed in connection with the filing of a Registration Statement shall have been completed in the ordinary course of business, the Company Issuer shall prepare use commercially reasonable efforts to file with the SEC a Registration Statement providing for the Registration and file a “shelf” registration statement (the “Registration Statement”) with respect to sale of all or part of the Registrable Securities covering the resale thereof by the Holder on an appropriate form for an offering to be made on a continuous or delayed basis pursuant to Rule 415 within 60 days after receipt of such request (provided that the Registrable Securities subject to such request have been issued by the Company on or before the date of such request) thereof and shall use its best commercially reasonable efforts to cause such Registration Statement to be declared effective within 120 days under the Securities Act as promptly thereafter as reasonably practicable. Such requested Registration shall hereinafter be referred to as a “Demand Registration.” As promptly as reasonably practicable, but no later than five Business Days after receipt of a Registration Demand, the date Issuer shall give written notice of such requestrequested registration to all Holders of Registrable Securities. The Company Registration Demand shall use its best efforts specify the aggregate amount of Registrable Securities to keep be registered and the intended methods of disposition thereof. Subject to Section 2.1(e), the Issuer shall, as expeditiously as possible following a Registration Demand, cause to be filed with the SEC a Registration Statement continuously effective until providing for the earliest of (A) such time as all registration under the Securities Act of the Registrable Securities have which the Issuer has been sold pursuant so requested to register by all such Holders (the “Demand Registration Statement”) to the Registration Statement or Rule 144 of the Securities Act, (B) the date on which all of the Registrable Securities may be sold without volume restrictions in accordance with Rule 144 of the Securities Act and (C) 24 months following the effective date of the Registration Statement. The Company’s registration obligations under this Section 1.1 shall include, in addition to those set forth elsewhere in this Agreement, an obligation to effect (A) appropriate qualification under applicable blue sky or other state securities laws in those jurisdictions selected by the managing underwriter or underwriters designated pursuant to Section 1.2 or, if no such managing underwriter or underwriters is designated, in those jurisdictions reasonably selected by Holder, (B) appropriate compliance with applicable federal and state laws, requirements and regulations, and (C) such steps as are reasonably extent necessary to permit or facilitate the sale and distribution of all or such portion disposition of such Registrable Securities as are to be registered in accordance with the intended methods of disposition thereof specified in such requestRegistration Demand. The Issuer shall use its commercially reasonable efforts to have such Demand Registration Statement declared effective by the SEC as soon as practicable thereafter and to keep such Demand Registration open for the period specified in Section 2.1(d).