Common use of Effective Period of Demand Registrations Clause in Contracts

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock covered by such Demand Registration has been sold by the Stockholder pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock covered by such Demand Registration has been sold pursuant thereto, the Stockholder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock covered by the Registration Statement is sold by the Stockholder pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of The Company shall use reasonable best efforts to keep any Demand Registration Statement effective for an underwritten offering sale on a continuous basis under Rule 415, including by filing such post-effective amendments and if supplements as are required by the Securities Act, until the date on which all the Registrable Shares subject to such offering Demand Registration Statement have been sold. If Rule 415 is priced promptly on or after such dateunavailable to the Company, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 120 days from such date date, or such shorter period which shall terminate period, when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationInvestor. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) 120 days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investor shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not primarily attributable to the Stockholder Investor or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares, or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not primarily attributable to a breach by the Investor or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investor pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder Shareholder pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Shareholder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Shareholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Shareholder pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 60 days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder Investors pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) 60 days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investors shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Investors or its their Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Investors or their Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investors pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of After any Registration Statement filed pursuant to a Demand Registration for an underwritten offering and if such offering is priced promptly on or after such datehas become effective, the Company shall use commercially reasonable its best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from until such date or such shorter period on which shall terminate when all of the no Holders hold Registrable Common Stock covered by such Demand Registration has been sold by the Stockholder pursuant to such Demand Registrationregistered thereunder. If the Company shall withdraw or reduce the number of shares of Registrable Common Stock that is subject to any Demand Registration Statement pursuant to subsection (b) of this Section 5 before such sixty 2 (60) days end and before all a “Withdrawn Demand Registration”), the Initiating Holders of the Registrable Common Stock remaining unsold and originally covered by such Withdrawn Demand Registration has been sold pursuant thereto, the Stockholder shall be entitled to a replacement Demand Registration which Statement (subject to the provisions of this Section 2), and such additional Registration Statement otherwise shall be subject to all of the provisions of this Agreement. A Demand Registration The Company shall not count against the limit use its best efforts to keep effective for a period commencing on the number effective date of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement and ending on the date on which no Holders hold Registrable Common Stock registered thereunder. If the Company has an effective Registration Statement on Form S-11 under the Securities Act and becomes eligible to use Form S-3 or such other short-form registration statement under the related offerSecurities Act, sale or distribution the Company may, upon thirty (30) Business Days’ prior written notice to all Holders of Registrable Common Stock thereunder becomes the subject of Stock, register any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock or registered but not yet distributed under the effective Registration Statement on such short-form registration statement (iiwhich shall thereupon constitute a Registration Statement hereunder) in the case of an underwritten offeringand, the conditions specified in the related underwriting agreementonce such short-form Registration Statement is declared effective, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any de-register such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock covered by under, and withdraw, the previous Registration Statement is sold by or transfer filing fees from the Stockholder previous Registration Statement pursuant to such Registration StatementRule 429 of the Securities Act.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has been sold by the Stockholder Shareholder pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has been sold pursuant thereto, the Stockholder Shareholder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Shareholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock Shares covered by the Registration Statement is sold by the Stockholder Shareholder pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any After a Demand Registration for an underwritten offering and if such offering is priced promptly on or after such datefiled pursuant to this Agreement has become effective, the Company shall use commercially reasonable its best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 180 days from the date on which the SEC declares such date Demand Registration effective (or if such Demand Registration is not effective during any period within such 180 days, such 180-day period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Common Stock Securities covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand Registration, provided, however, that (i) such 180-day period shall be extended for a period of time equal to the period the Member refrains from selling any securities included in such registration at the request of an underwriter of the Registrable Securities; and (ii) in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or delayed basis, such 180-day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold, however in no event longer than one year from the effective date of the registration statement and provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis, and provided further that applicable rules under the Securities Act governing the obligation to file a post-effective amendment permit, in lieu of filing a post-effective amendment that (I) includes any prospectus required by Section 10(a)(3) of the Securities Act or (II) reflects facts or events representing a material or fundamental change in the information set forth in the registration statement, the incorporation by reference of information required to be included in (I) and (II) above to be contained in periodic reports filed pursuant to Section 13 or 15(d) of the Exchange Act in the registration statement. If the Company shall withdraw any a Demand Registration pursuant to Section 5 before such sixty subsection 2.1(iv) (60) days end and before all of the Registrable Common Stock covered by such a "Withdrawn Demand Registration has been sold pursuant theretoRegistration"), the Stockholder Series S Members shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock covered by the Registration Statement is sold by the Stockholder pursuant to such Registration StatementRegistration.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock covered by such Demand Registration has been sold by the Stockholder pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock covered by such Demand Registration has been sold pursuant thereto, the Stockholder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock covered by the Registration Statement is sold by the Stockholder pursuant to such Registration Statement.. SC1:3692634.5

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 60 days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder Investors pursuant to such Demand Registration. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) 60 days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investor O shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Investor O or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by Investor O or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investors pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationInvestor. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investor shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Investor or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Investor or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investor pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationInvestor. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investor shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b2(c) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Investor or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Investor or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investor pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for sale on a continuous basis under Rule 415, or if such rule is unavailable to the Company, for a period equal to sixty one hundred eighty (60180) days from such date (or such longer period as in the opinion of counsel for the underwriters a Prospectus is required by law to be delivered in connection with sale of Registrable Securities by an underwriter or dealer) or such shorter period which shall terminate when all of the Registrable Common Stock Securities covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationInitiating Holder. If the Company shall withdraw any Demand Registration pursuant to Section 5 before the end of such sixty (60) days end and before all of the Registrable Common Stock covered by such Demand Registration has been sold pursuant theretoperiod, the Stockholder Initiating Holder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b2(c) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Securities thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Initiating Holder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Securities or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Company of Initiating Holder or its covenants, representations or warranties thereinAffiliates, and as a result of any such circumstances described in clause (i) or (ii), less than all seventy five percent (75%) of the Registrable Common Stock Securities covered by the Registration Statement is are sold by the Stockholder Initiating Holder pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for sale on a continuous basis under Rule 415, or if such rule is unavailable to the Company, for a period equal to sixty (60) 60 days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationInvestor. If the Company shall withdraw any Demand Registration pursuant to Section 5 before such sixty (60) 60 days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder Investors shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder Investors or its their Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Investor or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investor pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering (the “Effective Date”) and if such offering is priced promptly on or after such datethe Effective Date, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period (the “Effective Period”) equal to sixty the lesser of (60i) one hundred twenty (120) days from such the Effective Date or (ii) that number of days between the Effective Date and the date or such shorter period on which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder Investor pursuant to such Demand Registration. If the Company shall withdraw withdraws any Demand Registration pursuant to Section 5 before such sixty (60) days end the expiration of the Effective Period and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, then the Stockholder Investor shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not directly attributable to the Stockholder Investor or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not directly attributable to a breach by the Investor or its Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder Investor pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of The Company shall use reasonable best efforts to keep any Demand Registration Statement effective for an underwritten offering sale on a continuous basis under Rule 415, including by filing such post-effective amendments and if supplements as are required by the Securities Act, until the date on which all the Registrable Shares subject to such offering Demand Registration Statement have been sold. If Rule 415 is priced promptly on or after such dateunavailable to the Company, the Company shall use commercially reasonable best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 120 days from such date date, or such shorter period which shall terminate period, when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand Registrationapplicable Investors. If the Company shall withdraw any Demand Registration pursuant to Section 5 4 before such sixty (60) 120 days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder such Investors shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not primarily attributable to the Stockholder such Investors or its their Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares, or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not primarily attributable to a breach by the such Investors or their Affiliates (other than the Company of and its covenants, representations or warranties thereincontrolled Affiliates), and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder such Investors pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any Demand Registration for an underwritten offering and if such offering is priced promptly on or after such date, the Company shall use commercially reasonable efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) days from such date or such shorter period which shall terminate when all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand RegistrationStockholder. If the Company shall withdraw any Demand Registration pursuant to Section 5 6.4 before such sixty (60) days end and before all of the Registrable Common Stock Shares covered by such Demand Registration has have been sold pursuant thereto, the Stockholder shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b6.1(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock Shares thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency Governmental Authority or court for any reason not attributable to the Stockholder or its his Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock Shares or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due for any reason not attributable to a breach by the Company of its covenants, representations Stockholder or warranties thereinhis Affiliates, and as a result of any such circumstances described in clause (i) or (ii), less than all 75% of the Registrable Common Stock Shares covered by the Registration Statement is are sold by the Stockholder pursuant to such Registration Statement.

Effective Period of Demand Registrations. Upon the date of effectiveness of any After a Demand Registration for an underwritten offering and if such offering is priced promptly on or after such datefiled pursuant to this Agreement has become effective, the Company shall use commercially reasonable its best efforts to keep such Demand Registration Statement effective for a period equal to sixty (60) 180 days from the date on which the SEC declares such date Demand Registration effective (or if such Demand Registration is not effective during any period within such 180 days, such 180-day period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Common Stock Securities covered by such Demand Registration has have been sold by the Stockholder pursuant to such Demand Registration, provided, however, that (i) such 180-day period shall be extended for a period of time equal to the period the Member refrains from selling any securities included in such registration at the request of an underwriter of the Registrable Securities; and (ii) in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or delayed basis, such 180-day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold, however in no event longer than one year from the effective date of the registration statement and provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis, and provided further that applicable rules under the Securities Act governing the obligation to file a post-effective amendment permit, in lieu of filing a post-effective amendment that (I) includes any prospectus required by Section 10(a)(3) of the Securities Act or (II) reflects facts or events representing a material or fundamental change in the information set forth in the registration statement, the incorporation by reference of information required to be included in (I) and (II) above to be contained in periodic reports filed pursuant to Section 13 or 15(d) of the Exchange Act in the registration statement. If the Company shall withdraw any a Demand Registration pursuant to Section 5 before such sixty subsection 2.1(iv) (60) days end and before all of the Registrable Common Stock covered by such a "Withdrawn Demand Registration has been sold pursuant theretoRegistration"), the Stockholder Series U Members shall be entitled to a replacement Demand Registration which shall be subject to all of the provisions of this Agreement. A Demand Registration shall not count against the limit on the number of such registrations set forth in Section 2(b) if (i) after the applicable Registration Statement has become effective, such Registration Statement or the related offer, sale or distribution of Registrable Common Stock thereunder becomes the subject of any stop order, injunction or other order or restriction imposed by the SEC or any other governmental agency or court for any reason not attributable to the Stockholder or its Affiliates (other than the Company and its controlled Affiliates) and such interference is not thereafter eliminated so as to permit the completion of the contemplated distribution of Registrable Common Stock or (ii) in the case of an underwritten offering, the conditions specified in the related underwriting agreement, if any, are not satisfied or waived due to a breach by the Company of its covenants, representations or warranties therein, and as a result of any such circumstances described in clause (i) or (ii), less than all of the Registrable Common Stock covered by the Registration Statement is sold by the Stockholder pursuant to such Registration StatementRegistration.