Common use of Form S-3 Demand Clause in Contracts

Form S-3 Demand. In the event that, for any reason, the Company is unable to comply with the provisions of Section 6.1(a), at any time when it is eligible to use a Form S-3 registration statement, the Company receives a request from the Initiating Investors that the Company file a Form S-3 registration statement with respect to outstanding Conversion Shares of such Investors having an anticipated aggregate offering price, net of Selling Expenses, of at least five million dollars ($5,000,000), then the Company shall (i) within ten (10) days after the date such request is given, give a Demand Notice to all Investors other than the Initiating Investors; and (ii) as soon as practicable, and in any event within forty-five (45) days after the date such request is given by the Initiating Investors, file a Form S-3 registration statement under the Securities Act covering all Conversion Shares requested to be included in such registration by any other Investors, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 6.1(d) and Section 6.3.

Form S-3 Demand. In the event that, for any reason, the Company is unable to comply with the provisions of Section 6.1(a), at any time when it is eligible to use a Form S-3 registration statement, the Company receives a request from the Initiating Investors that the Company file a Form S-3 registration statement with respect to outstanding Conversion Shares of such Investors having an anticipated aggregate offering price, net of Selling Expenses, of at least five three million dollars ($5,000,000)3,000,000) , then the Company shall (i) within ten (10) days after the date such request is given, give a Demand Notice to all Investors other than the Initiating Investors; and (ii) as soon as practicable, and in any event within forty-five (45) days after the date such request is given by the Initiating Investors, file a Form S-3 registration statement under the Securities Act covering all Conversion Shares requested to be included in such registration by any other Investors, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 6.1(d) and Section 6.3.

Form S-3 Demand. In the event that, for any reason, the Company is unable to comply with the provisions of Section 6.1(a), If at any time when it is eligible to use a Form S-3 registration statement, the Company receives a request from the Initiating Investors holding at least twenty percent (20%) of the Registrable Securities then outstanding that the Company file a Form S-3 registration statement with respect to outstanding Conversion Shares Registrable Securities of such Investor or Investors having an anticipated aggregate offering price, net of Selling Expenses, of at least five million dollars Five Hundred Thousand Dollars ($5,000,000500,000), then the Company shall (i) within ten (10) days after the date such request is given, give a Demand Notice to all Investors other than the Initiating Investors; Investors and (ii) as soon as practicable, and in any event within forty-five (45) days after the date such request is given by the Initiating Investors, file a Form S-3 registration statement under the Securities Act covering all Conversion Shares Registrable Securities requested to be included in such registration by any other Investors, as specified by notice given by each such Holder Investor to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 6.1(d2.1(c) and Section 6.32.3.