Common use of Demand for Registration Clause in Contracts

Demand for Registration. The Holders may, at their option, at any time after the date hereof, require the Company to use its best efforts to effect a registration of Registrable Securities under the Securities Act (the "Demand Registration"); provided, however, that (i) the Company shall not be required to effect such Demand Registration unless the Company is requested to do so with respect to Registrable Securities having a Market Value of not less than $30,000,000; (ii) at its option, the Company shall not be required to effect such registration prior to three (3) months immediately following the date on which an underwritten public offering of equity securities (pursuant to an effective registration statement under the Securities Act) is commenced, if such public offering is commenced prior to the date of a request for the Demand Registration; provided, further, that, if in the opinion of an independent investment banking firm of national reputation such registration, if not deferred, materially and adversely would affect a proposed business or financial transaction of substantial importance to the Company's financial condition, the Company may defer such registration for a single period (specified in such notice) of not more than 120 days; and (iii) the Company shall not be required to use its best efforts to effect a registration of Registrable Securities under this Section 2 more than three times. At the election of Holders requesting a Demand Registration, such registration statement shall be filed under Rule 415 promulgated under the Securities Act (a "Resale Registration Statement"), and the Company shall use its best efforts to keep a Resale Registration Statement continuously effective until the earlier of four (4) years and the date on which there are no more Registration Securities unsold thereunder. The Company shall promptly cause a Resale Registration Statement to be amended to remove a Holder's Registrable Securities upon notice to the Company from such Holder. The Company shall not be required to file and effect more than one (1) Resale Registration Statement pursuant to this Section 2(a). If, after a Demand Registration becomes effective, the offering of securities thereunder is or becomes subject to any stop order, injunction or other order or requirement of the Commission that prevents or limits the sale of securities thereunder for a period of more than five (5) Business Days, then such Demand Registration shall be deemed not to have been effected for purposes of this Section 2(a). (b)

Demand for Registration. The Holders Advisor may, at their its option, at any time after the date hereoftermination, require the Company to use its best reasonable efforts to effect a registration of Registrable Restricted Securities under the Securities Act (the "Demand Registration"); providedPROVIDED, however, that (i) the Company shall not be required to effect such Demand Registration unless the Company is requested to do so with respect to Registrable Restricted Securities having a Market Value market value of not less than $30,000,0001,000,000; (ii) at its option, the Company shall not be required to effect such registration prior to three (3) months immediately following the date on which an underwritten public offering of equity securities (pursuant to an effective registration statement under the Securities Act) is commenced, if such public offering is commenced prior to the date of a request for the Demand Registration; provided, further, that, if in the opinion of an independent investment banking firm of national reputation such registration, if not deferred, materially and adversely would affect a proposed business or financial transaction of substantial importance to the Company's financial condition, the Company may defer such registration for a single period (specified in such notice) of not more than 120 days; and (iii) the Company shall not be required to use its best reasonable efforts to effect a registration of Registrable Restricted Securities under this Section 2 17(a) more than two times or, if the Company is eligible to register the Restricted Stock on Form S-3 (or any successor Form which incorporates by reference information about the Company and its business) three times. At the election of Holders requesting a Demand Registration, such registration statement shall be filed under Rule 415 promulgated under the Securities Act (a "Resale Registration Statement"), and the Company shall use its best efforts to keep a Resale Registration Statement continuously effective until the earlier of four (4) years and the date on which there are no more Registration Securities unsold thereunder. The Company shall promptly cause a Resale Registration Statement to be amended to remove a Holder's Registrable Securities upon notice to the Company from such Holder. The Company shall not be required to file and effect more than one (1) Resale Registration Statement pursuant to this Section 2(a). If, after a Demand Registration becomes effective, the offering of securities thereunder is or becomes subject to any stop order, injunction or other order or requirement of the Securities and Exchange Commission (the "SEC") that prevents or limits the sale of securities thereunder for a period of more than five (5) Business Days, then such Demand Registration shall be deemed not to have been effected for purposes of this Section 2(a17(a). (b)If the offering is underwritten, the underwriter must be reasonably acceptable to the Company.

Demand for Registration. The Holders may, at their option, at any time after the date hereof, require the Company to use its best efforts to effect a registration of Registrable Securities under the Securities Act (the "Demand Registration"); provided, however, that (i) the Company shall not be required to effect such Demand Registration unless the Company is requested to do so with respect to Registrable Securities having a Market Value of not less than $30,000,0002,000,000; (ii) at its option, the Company shall not be required to effect such registration prior to three (3) months immediately following the date on which an underwritten public offering of equity securities (pursuant to an effective registration statement under the Securities Act) is commenced, if such public offering is commenced prior to the date of a request for the Demand Registration; provided, further, that, if in the opinion of an independent investment banking firm of national reputation such registration, if not deferred, materially and adversely would affect a proposed business or financial transaction of substantial importance to the Company's financial condition, the Company may defer such registration for a single period (specified in such notice) of not more than 120 180 days; and (iii) the Company shall not be required to use its best efforts to effect a registration of Registrable Securities under this Section 2 more than three timestimes or more often than nine months following the completion of a Demand Registration. At the election of Holders requesting a Demand Registration, such registration statement shall be filed under Rule 415 promulgated under the Securities Act (a "Resale Registration Statement"), and the Company shall use its best efforts to keep a Resale Registration Statement continuously effective until the earlier of four (4) years and the date on which there are no more Registration Registrable Securities unsold thereunder. The Company shall promptly cause a Resale Registration Statement to be amended to remove a Holder's Registrable Securities upon notice to the Company from such Holder. The Company shall not be required to file and effect more than one (1) Resale Registration Statement pursuant to this Section 2(a). If, after a Demand Registration becomes effective, the offering of securities thereunder is or becomes subject to any stop order, injunction or other order or requirement of the Commission that prevents or limits the sale of securities thereunder for a period of more than five (5) Business Days, then such Demand Registration shall be deemed not to have been effected for purposes of this Section 2(a). (b)

Demand for Registration. The Holders Holder may, at their its option, at any time after the date hereoftime, require the Company to use its best efforts to effect a registration of Registrable Securities under the Securities Act (the "Demand Registration"); providedPROVIDED, howeverHOWEVER, that (i) the Company shall not be required to effect such Demand Registration unless the Company is requested to do so with respect to Registrable Securities having a Market Value of not less than $30,000,0001,000,000; (ii) at its option, the Company shall not be required to effect such registration prior to three six (36) months immediately following the date on which an underwritten public offering of equity securities (pursuant to an effective registration statement under the Securities Act) is commenced, if such public offering is commenced prior to the date of a request for the Demand Registration; providedPROVIDED, further, FURTHER that, if in the Company's opinion of an independent investment banking firm of national reputation such registration, if not deferred, materially and adversely would affect a proposed its business or financial transaction of substantial importance to the Company's financial condition, the Company may defer such registration for a single period (specified in such notice) of not more than 120 180 days; and (iii) the Company shall not be required to use its best efforts to effect a registration of Registrable Securities under this Section 2 more than three timestwice. At the election of Holders Holder requesting a Demand Registration, such registration statement shall be filed under Rule 415 promulgated under the Securities Act (a "Resale Registration Statement"), and the Company shall use its best efforts to keep a Resale Registration Statement continuously effective until the earlier of four two (42) years from the date of Holder's request and the date on which there are no more Registration Registrable Securities remaining unsold thereunder. The Company shall promptly cause a Resale Registration Statement to be amended to remove a Holder's Registrable Securities upon notice to the Company from such Holder. The Company shall not be required to file and effect more than one (1) Resale Registration Statement Statements pursuant to this Section 2(a). If, after a Demand Registration becomes effective, the offering of securities thereunder is or becomes subject to any stop order, injunction or other order or requirement of the Commission that prevents or limits the sale of securities thereunder for a period of more than five (5) Business Days, then such Demand Registration shall be deemed not to have been effected for purposes of this Section 2(a). (b).

Demand for Registration. The Holders may, at their option, at any time after the date hereof, require the Company to use its best efforts to effect a registration of Registrable Securities under the Securities Act (the "Demand Registration"); provided, however, that (i) the Company shall not be required to effect such Demand Registration unless the Company is requested to do so with respect to Registrable Securities having a Market Value of not less than $30,000,0002,000,000; (ii) at its option, the Company shall not be required to effect such registration prior to three (3) months immediately following the date on which an underwritten public offering of equity securities (pursuant to an effective registration statement under the Securities Act) is commenced, if such public offering is commenced prior to the date of a request for the Demand Registration; provided, further, that, if in the opinion of an independent investment banking firm of national reputation such registration, if not deferred, materially and adversely would affect a proposed business or financial transaction of substantial importance to the Company's financial condition, the Company may defer such registration for a single period (specified in such notice) of not more than 120 180 days; and (iii) the Company shall not be required to use its best efforts to effect a registration of Registrable Securities under this Section 2 more than three timestimes or more often than nine months following the completion of a Demand Registration. At the election of Holders requesting a Demand Registration, such registration statement shall be filed under Rule 415 promulgated under the Securities Act (a "Resale Registration Statement"), and the Company shall use its best efforts to keep a Resale Registration Statement continuously effective until the earlier of four (4) years and the date on which there are no more Registration Registrable Securities unsold thereunder. The Company shall promptly cause a Resale Registration Statement to be amended to remove a Holder's Registrable Securities upon notice to the Company from such Holder. The Company shall not be required to file and effect more than one (1) Resale Registration Statement pursuant to this Section 2(a). If, after a Demand Registration becomes effective, the offering of securities thereunder is or becomes subject to any stop order, injunction or other order or requirement of the Commission that prevents or limits the sale of securities thereunder for a period of more than five (5) Business Days, then such Demand Registration shall be deemed not to have been effected for purposes of this Section 2(a). (b).