Common use of Registration Under Securities Act of 1933, as amended Clause in Contracts

Registration Under Securities Act of 1933, as amended. The Company agrees that the Shares or, if the Shares are convertible into common stock of the Company, such common stock, shall have certain incidental, or “Piggyback,” registration rights pursuant to and as set forth in the Second Amended and Restated Investor Rights Agreement, dated April 6, 2010, by and among the Company and the persons and entities listed on Exhibit A thereto, as such is amended from time to time (the “Investor Rights Agreement”). The provisions set forth in the Investor Rights Agreement relating to the above in effect as of the Issue Date may not be amended, modified or waived without the prior written consent of Holder unless such amendment, modification or waiver does not affect the Shares in a manner that is materially and adversely different than the effect that such amendment, modification, or waiver has generally on the rights, preferences, privileges or restrictions of the other shares of the same series or class as the Shares granted to the Holder (without taking into account the particular circumstances of the Holder). Holder agrees that the Shares shall be subject to the restrictions on transfer as set forth in Section 2.8 of the Investor Rights Agreement and the market stand-off agreement in Section 2.10 of the Investor Rights Agreement.