Common use of MANDATORY S-3 REGISTRATION RIGHTS Clause in Contracts

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares and (ii) the Company shall receive from any Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”) that the Company effect a registration on Form S-3 (a “Demand Registration”), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s), then the Company will promptly give written notice of the proposed registration and the Investor’s or Investors’ request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor pursuant to this Section 2 or Section 3 that such Investor furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such Investor’s Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, If at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares Shares, and (ii) the Company shall receive from any Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “"Demand Notice”") that the Company effect a registration on Form S-3 (a “"Demand Registration”"), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s), then the Company will promptly give written notice of the proposed registration and the Investor’s 's or Investors’ ' request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ Investor's or Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days business days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor pursuant to this Section 2 or Section 3 that such Investor furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such Investor’s 's Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares and (ii) the Company shall receive from any Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “"Demand Notice”") that the Company effect a registration on Form S-3 (a “"Demand Registration”"), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s), then the Company will promptly give written notice of the proposed registration and the Investor’s 's or Investors’ ' request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ ' Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor pursuant to this Section 2 or Section 3 2A that such Investor furnish to the Company such information regarding itself, the Registrable Securities Shares held by it, and the method of disposition of such securities Registrable Shares as shall be required by the Securities Act to effect the registration of such Investor’s 's Registrable SecuritiesShares.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, If at any time any Registrable Shares are not able to be resold pursuant to an effective Mandatory Registration Statement, (i) and if Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares Shares, and (ii) the Company shall receive from any Investor or Investors Purchaser (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five fifteen percent (2515%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”) that the Company effect a registration on Form S-3 (a “Demand Registration”), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(sPurchaser(s), then the Company will promptly give written notice of the proposed registration and the InvestorPurchaser’s or InvestorsPurchasers’ request therefor to all other InvestorsPurchasers, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ Purchaser’s or Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor Purchaser or Investors Purchasers joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days business days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor Purchaser pursuant to this Section 2 or Section 3 that such Investor Purchaser furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such InvestorPurchaser’s Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares and (ii) the Company shall receive from any Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”"DEMAND NOTICE") that the Company effect a registration on Form S-3 (a “"Demand Registration”"), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s), then the Company will promptly give written notice of the proposed registration and the Investor’s 's or Investors’ ' request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ ' Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor pursuant to this Section 2 or Section 3 that such Investor furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such Investor’s 's Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares Statement and (ii) the Company shall receive from any the Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”) that the Company effect a registration on Form S-1 or S-3 or other appropriate form (a “Demand Registration”), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s)the Investor, then the Company will promptly give written notice of the proposed registration and the Investor’s or Investors’ request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ Investor’s Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days after receipt of such written notice from the Companyrequest; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an the Investor pursuant to this Section 2 or Section 3 that such Investor furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such Investor’s Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, at any time any Registrable Shares are not able to be resold pursuant to an effective Registration Statement, (i) Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares and (ii) the Company shall receive from any Investor or Investors (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five percent (25%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”) that the Company effect a registration on Form S-3 (a “Demand Registration”), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(s), then the Company will promptly give written notice of the proposed registration and the Investor’s 's or Investors’ ' request therefor to all other Investors, and use best efforts to effect such registration, as soon as practicable and in any event within thirty (30) days, of all or such portion of such Investors’ Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor or Investors joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor pursuant to this Section 2 or Section 3 that such Investor furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such Investor’s 's Registrable Securities.

MANDATORY S-3 REGISTRATION RIGHTS. (a) If, If at any time any Registrable Shares are not able to be resold pursuant to an effective Mandatory Registration Statement, (i) and if Form S-3 (or other equivalent form) is then available for the registration of such Registrable Shares Shares, and (ii) the Company shall receive from any Investor or Investors Purchaser (including for this purpose its Affiliates) who holds (or who together hold) at least twenty-five fifteen percent (2515%) of the then outstanding Registrable Shares a written request or requests (a “Demand Notice”) that the Company effect a registration on Form S-3 (a “Demand Registration”), or any successor or substitute form, with respect to all or a part of the Registrable Shares owned by such Investor(sPurchaser(s), then the Company will promptly give written notice of the proposed registration and the InvestorPurchaser’s or InvestorsPurchasers’ request therefor to all other InvestorsPurchasers, and use best efforts to effect such registration, as soon as practicable and in any event within thirty sixty (3060) days, of all or such portion of such Investors’ Purchaser’s or Registrable Shares as are specified in such request, together with all or such portion of the Registrable Shares of any other Investor Purchaser or Investors Purchasers joining in such request as are specified in a written request given by such other Investor or Investors within ten (10) Business Days business days after receipt of such written notice from the Company; provided, however, that the Company may temporarily suspended the use of such registration statement for the same reasons and on the same terms as described in Section 2(b) above. The Company shall not be required to effect more than three (3) registrations pursuant to this Section 2A(a) during any consecutive twelve (12) month period. (b) It shall be a condition precedent to the obligations of the Company to register Registrable Shares for the account of an Investor a Purchaser pursuant to this Section 2 or Section 3 that such Investor Purchaser furnish to the Company such information regarding itself, the Registrable Securities held by it, and the method of disposition of such securities as shall be required to effect the registration of such InvestorPurchaser’s Registrable Securities.