Common use of Request by Holders Clause in Contracts

Request by Holders. If the Company shall receive at any time after a Qualified IPO, a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fourth anniversary after the Closing or (ii) following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities pursuant to this Section 3.32, (or any lesser percentage if the anticipated gross receipts from the offering are to exceed US$1,000,000) then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the Effective Date hereof receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Schedule 1, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must have a market value in excess of $100,000,000; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.54, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43 of this Schedule 1, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)3.3 of this Schedule 1.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) five (5) years after the Series A+ Closing or (ii) six (6) months following the taking effect of a Qualified IPOregistration statement for the Company’s initial public offering, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least fifteen percent (15%) of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If Upon the Company shall receive at any time after a Qualified IPO, a written request from the of any Holder or Holders of owning at least ten percent (10%) 20% of the Registrable Securities then outstanding that are subject to this Agreement, requesting that LWN effect the Company files a registration statement under the Securities Act covering the registration of all or part of such Holder's or Holders' Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of which Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt have an aggregate Market Value as of the Request Notice. The Company shall thereafter date of such request of not less than $50 million), and specifying the intended method of disposition thereof, LWN will promptly give written notice of such requested registration to all other Holders, and thereupon will, as expeditiously as possible, use its best efforts to effect, as soon as practicable, effect the registration under the Securities Act of: (i) the Registrable Securities which LWN has been so requested to register by such Holder or Holders; and (ii) all other Registrable Securities which LWN has been requested to register by any other Holder thereof by written request given to LWN within 30 days after the giving of such written notice by LWN (which request shall specify the intended method of disposition of such Registrable Securities), so as to permit the disposition (in accordance with the Holders' intended method thereof) of the Request Securities, subject only Registrable Securities so to the limitations of this Section 3.3be registered; provided, however, that the Company LWN shall not be obligated to effect file a registration statement relating to any such registration if request under this Section 5.2(a)(i) within a period of one year after the Company has, within the six (6) month period preceding the effective date of such request, already effected a any other registration statement relating to (A) any registration request under the Securities Act pursuant to this Section 3.3 5.2(a) or (B) any registration effected under Section 3.55.1, or in which (ii) if three registration statements relating to registration requests under this Section 5.2(a) have previously been filed and declared effective by the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)SEC.

Request by Holders. If the Company shall receive at any time after a Qualified IPOthe three month anniversary of the date hereof, a written request from the Holders of at least ten fifty percent (1050%) of the then outstanding Registrable Securities then outstanding (the “Initiating Holders”) that the Company files file a registration statement under the Securities Act of 1933, as amended, (the “Securities Act”) and, if by means of an underwriting, covering the registration of Registrable Securities pursuant to this Section 3.31.2, with an anticipated aggregate offering price of at least $7,500,000 (net of underwriting discounts and commissions), then the Company shall, within ten twenty (1020) Business Days days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities which Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3; provided1. The Company may, howeverif permitted by law, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which 1.2 by the Holders had an opportunity to participate filing of a registration statement on Form S-3. Any registration statement filed pursuant to the provisions this Section 1.2(a) may, subject to Section 1.2(c), include shares of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (Common Stock with respect to all or any portion of which the Registrable Securities the Holders requested be included in such registration) Company has registration obligations pursuant to the provisions of Section 3.4(a)written contractual arrangements (“Other Registrable Securities”) including, if applicable, by post-effective amendment to any “shelf” registration filed with respect to any Registrable Securities.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the third (3rd) anniversary of the Initial Closing (as defined in the Purchase Agreement) or (ii) six (6) months following the taking effect of a Qualified registration statement for the IPO, receive a written request from the Holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering with the aggregate offering price for such registration of Registrable Securities not less than US$10,000,000 pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month months period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after the earlier of (i) 3 years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, IPO receive a written request from the (i) CDH, (ii) Cathay or (iii) any Holder or Holders of at least ten percent (10%) a majority of the all Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if (1) the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.52.5, or (2) in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive shall, at any time after six (6) months following a Qualified IPOPublic Offering, receive a written request from the Holders holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least twenty percent (20%) of the Registrable Securities (or any lesser percentage if the anticipated gross receipts from the offering exceed US$20,000,000), pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if (i) the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a), or (ii) the Company delivers notice to the Holders within thirty (30) days of the Request Notice of its intent to file an registration statement for such initial public offering within ninety (90) days.

Request by Holders. If the Company shall receive at any time after a Qualified IPO, a written request from (i) the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding at any time after the fifth (5th) anniversary of the Closing Date or (ii) the Holders of at least thirty percent (30%) of the Registrable Securities then outstanding at any time after six (6) months following the effectiveness of a registration statement for a Qualified Public Offering that the Company files a file certain registration statement on a form other than Form F-3 under the Securities Act covering the registration of at least twenty percent (20%) of the Registrable Securities pursuant to this Section 3.32.3 (or any lesser percentage if the anticipated gross receipts from the offering are not less than US$20,000,000), then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month months period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested to be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after six (6) months following a Qualified IPO, Public Offering receive a written request from the Holders of at least ten percent (10%) a majority in interest of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fourth anniversary after the Closing or (ii) following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the U.S. Securities Act covering the registration of at least thirty percent (30%) of the Registrable Securities pursuant to this Section 3.32, (or any lesser percentage if the anticipated gross receipts from the offering are to exceed US$1,000,000) then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the U.S. Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after the closing of a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten twenty-five percent (1025%) of the Registrable Securities then outstanding Then Outstanding that the Company files file a registration statement under the Securities Act covering the registration of any Registrable Securities Then Outstanding pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the Effective Date hereof receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Exhibit A, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least thirty percent (30%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.54, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43 of this Exhibit A, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).3(a) of this Exhibit A.

Request by Holders. If the Company shall receive at any time after the expiry of six months after a Qualified IPO, IPO receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.33, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders (including other Shareholders who so) request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.33; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least thirty percent (30%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 3 or Section 3.55, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.44, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a4(a).

Request by Holders. If the Company shall receive at any time not earlier than six (6) months after a Qualified IPOthe IPO or two (2) years from the date of this Agreement, whichever is earlier, receive a written request from the Initiating Holders of at least ten percent (10%) of with respect to the Registrable Securities then outstanding owned by such Initiating Holders, that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive at any time after the expiry of six months after a Qualified IPO, IPO receive a written request from the Holders of at least ten five percent (105%) of all issued and outstanding share capital of the Registrable Securities then outstanding Company on a fully-diluted and as-converted basis that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.33, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders (including other Shareholders who so) request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.33; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least thirty percent (30%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 3 or Section 3.55, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.44, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the first anniversary of the date hereof receive a written request from any of the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten fifteen (1015) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within fifteen (15) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least fifty percent (50%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.52.2, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which 2.3 if at least 50% of the number of Registrable Securities of Holders have been excluded (with respect as to all or any portion of the Registrable Securities which registration was requested by the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)were registered therein.

Request by Holders. If the Company shall receive shall, at any time or from time to time after a Qualified the date that is six (6) months after the closing of the IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Investor that the Company files file a registration statement Registration Statement under the Securities Act covering the registration of at least fifty percent (50%) of the Registrable Securities pursuant to this Section 3.3held by the Investor, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Existing Registration Right Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Request Securities, subject only Holders request to the limitations of this Section 3.3be registered and included in such registration; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 3.1 or Section 3.5, 3.3 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43.2, other than a registration from which the Registrable Securities of Holders have the Investor has been excluded (with respect to all or any portion of the Registrable Securities the Holders Investor requested be included in such registration) pursuant to Section 3.2(a). The Company shall not be obligated to effect more than three (3) such demand registrations for the provisions of Investor pursuant to this Section 3.4(a3.1(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) two (2) years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, receive a written request from Series B Holders of at least 50% of the Series B Shares then outstanding, or the Holders of at least ten percent (10%) 50% of the Registrable Securities then outstanding outstanding, that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If Subject to the terms of this Agreement, if the Company shall receive shall, at any time after the expiry of one hundred eighty (180) days following the effective date of a Qualified registration statement for an IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act (other than Form F-3 or Form S-3) covering the registration of a minimum fifteen percent (15%) of the Registrable Securities of such requesting Holders with an anticipated gross proceeds from the registration exceeding US$500,000 pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all the Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which all the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities that the Holders requested request to be registered and included in such registration) pursuant registration by a written notice given by such Holders to the provisions Company within twenty (20) days after receipt of Section 3.4(a)the Request Notice. For the purposes of this Agreement, reference to registration of securities under the Securities Act and the Exchange Act shall be deemed to mean the equivalent registration in a jurisdiction other than the United States as designated by such Holders, it being understood and agreed that in each such event all references in this Agreement to the Securities Act, the Exchange Act and rules, forms of registration statements and registration of securities thereunder, and to U.S. law and the SEC, shall be deemed to refer to the equivalent statutes, rules, forms of registration statements, registration of securities and laws of and equivalent government authority in the applicable non-U.S. jurisdiction.

Request by Holders. If the Company shall receive at any time after a Qualified IPO, a written request from the Holders of at least ten five percent (105%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.32.2; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.52.2, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, Upon receipt of a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding Then Outstanding that the Company files file a registration statement under the Securities Act covering the registration of any Registrable Securities Then Outstanding pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, 2.4 other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested to be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive shall, at any time or from time to time after a Qualified the date that is six (6) months after the closing of the IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Investor that the Company files file a registration statement Registration Statement under the Securities Act covering the registration of at least fifty percent (50%) of the Registrable Securities pursuant to this Section 3.3held by the Investor, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Existing Registration Right Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Request Securities, subject only Holders request to the limitations of this Section 3.3be registered and included in such registration; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 3.1 or Section 3.5, 3.3 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43.2, other than a registration from which the Registrable Securities of Holders have the Investor has been excluded (with respect to all or any portion of the Registrable Securities the Holders Investor requested be included in such registration) pursuant to Section 3.2(a). The Company shall not be obligated to effect more than two (2) such demand registrations for the provisions of Investor pursuant to this Section 3.4(a3.1(a).

Request by Holders. If the Company shall receive shall, at any time after a Qualified the earlier of (i) the sixth anniversary of the Original Closing Date or (ii) the date that is six (6) months after the closing of an IPO, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of a minimum of 20% of the Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all the Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(i).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) forty eight (48) months after the Second Closing (as defined in the Series D Share Purchase Agreement) or (ii) any time following the completion of a Qualified IPO, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of all or any portion of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) two (2) years after the date of this Agreement or (ii) six (6) months following a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive shall, at any time after following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least fifty percent (50%) of the Registrable Securities pursuant to this Section 3.311.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.311.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 11.3 or Section 3.5, 11.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.411.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a11.4(a).

Request by Holders. If the Company shall receive at any time after the earlier of (i) nine (9) months after the effective date of a Qualified IPOIPO or (ii) the third anniversary of the date hereof, receive a written request from the Holders holders of at least ten percent not less than fifty (1050%) percent of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.33.1, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.33.1; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month 180 day period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.53.1, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43.2, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a3.2(a).

Request by Holders. If the Company shall receive receive, at any time after the earlier of (i) the expiration of thirty-six (36) months after the date of the Closing, or (ii) six (6) months after a Qualified IPO, a written request from the Holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPOsubsequent to the third anniversary of the date of this Agreement, a written request from the Holders of at least ten percent (10%) a majority of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities which Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least twenty-five percent (25%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (612) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.2 or Section 3.52.4, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(a).

Request by Holders. If the Company shall receive shall, at any time after a Qualified IPOsix (6) months following the date hereof, receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of no less than fifty percent (50%) of such Holders’ Registrable Securities pursuant to this Section 3.32.3 (or a lesser percentage if the anticipated gross proceeds from the offering shall exceed US$15,000,000), then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If Subject to the Company shall receive at any time after a Qualified IPOprovisions of Section 1.2(c), a written request from the Holders of ------------------ for so long as Intel or its permitted assignees own Common Stock representing at least ten twenty percent (1020%) of the Registrable Securities then common equity of the Company, Intel or, if Intel holds less than five percent (5%) of the outstanding common equity, Intel's permitted assignees shall be entitled to request in writing that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.31.2, then and the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all -------------- Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.31.2; provided, however, provided -------- that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 1.2 or Section 3.51.4, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.41.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a1.3(a).

Request by Holders. If the Company shall receive receive, at any time after the earlier of (i) the third (3rd) anniversary of the date hereof, or (ii) six (6) months after the completion of a Qualified IPO, a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If Subject to the Company provisions of Section 1.2(c), NBAMV shall receive at any time after a Qualified IPO, a written be entitled to request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding in writing that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.31.2, then and the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.31.2; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 1.2 or Section 3.51.4, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.41.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a1.3(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPOthe first anniversary of the Closing, as defined in the Purchase Agreement, receive a written request from the Holders of at least ten twenty-five percent (1025%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least fifteen percent (15%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.2 or Section 3.52.4, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(a).

Request by Holders. If the Company shall receive shall, at any time after a the earlier of (i) the third anniversary of the date of this Agreement or (ii) the closing of the Qualified IPO, receive a written request from the Holders of at least ten percent (10%) 50% of the Registrable Securities then outstanding held by all Holders of Series B Preferred Shares that the Company files file a registration statement under the Securities Act covering the registration of at least 50% of the Registrable Securities then held by such requesting Holders pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Request SecuritiesHolders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after the Company’s delivery of written notice thereto, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a). The Company shall not be obligated to effect more than three (3) such demand registrations pursuant to this Section 2.3(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) two (2) years after the Closing or (ii) six (6) months following the effectiveness of a Qualified registration statement for a IPO, receive a written request from the Holders of at least ten twenty five percent (1025%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of all or any portion of Registrable Securities pursuant to this Section 3.32.1, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all such Registrable Securities that the Holders request to be registered, and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.1; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after six (6) months following the closing of a Qualified IPOIPO in the United States on either the New York Stock Exchange, including the NYSE Arca exchange, or the Nasdaq National Market, receive a written request from the Holders of at least ten percent (10%) 25% of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Clause 3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a deliver written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice delivered by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3Clause 3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six preceding twelve (612) month period preceding the date of such requestperiod, already effected a registration two or more registrations under the Securities Act pursuant to this Section 3.3 Clause 3 or Section 3.5, or Clause 5 in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4Clause 4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)Clause 4.1.

Request by Holders. If the Company shall receive shall, at any time after a Qualified the earlier of (i) thirty six (36) months after the Series B Closing, (ii) after the Company’s IPO, or (iii) six (6) months after the Company becomes subject to the reporting requirements of the Securities Exchange Act, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fifth (5th) anniversary of the date of the Initial Closing or (ii) following a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities (on an as-converted basis) then outstanding that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.37.03, then the Company shall, within ten (10) Business Days after days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.37.03; provided that the Company shall not be obligated to effect any such registration during the six (6) month period commencing with the date of a Qualified IPO; provided, howeverfurther, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 7.03 or Section 3.57.05, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.47.04 or Section 6.03, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)7.04.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) five (5) years after the Closing or (ii) six (6) months following the taking effect of a Qualified IPOregistration statement for the initial public offering of the Securities of the Company, receive a written request from the Holders of at least ten percent (10%) [**] of the Registrable Securities then outstanding Then Outstanding that the Company files file a registration statement under the Securities Act (other than Form F-3/S-3) covering the registration of any Registrable Securities of such Holders pursuant to this Section 3.32.3 with the anticipated gross proceeds from the offering greater than [**], then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3. The Company shall be obligated to effect no more than three (3) registrations pursuant to this Section 2.3 that have been declared and ordered effective; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within sale of all of the six (6) month period preceding the date of such request, already effected a registration under the Registrable Securities Act sought to be included pursuant to this Section 3.3 2.3 is not consummated for any reason other than due to the action or Section 3.5, or in which inaction of the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the including Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) , such registration shall not be deemed to constitute a demand registration pursuant to the provisions of this Section 3.4(a)2.3.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) two (2) years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, receive a written request from Series B Holders of at least 50% of the Series B Shares then outstanding, or the Holders of at least ten percent (10%) 50% of the Registrable Securities then outstanding outstanding, that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if If the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time not earlier than six (6) months after a Qualified IPOan initial underwritten public offering of its Ordinary Shares, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities that the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPOthe first anniversary of the Closing, as defined in the Purchase Agreement, receive a written request from the Holders of at least ten twenty-five percent (1025%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least twenty-five percent (25%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.2 or Section 3.52.4, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that that, on or after October 9, 2008, the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.31.2 (a “Request”), then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of the Request Securities, subject only all Registrable Securities which Holders request to the limitations of this Section 3.3be registered and included in such registration; provided, however, that the Registrable Securities requested by the Holders to be registered pursuant to such request must not be an amount greater than two million (2,000,000) shares of Common Stock nor in an amount less than five hundred thousand (500,000) shares. Without limiting the generality of the foregoing, to the extent that the Company has shares available under an effective shelf registration statement on Form S-3 (the “Shelf Registration Statement”), to the extent permitted by the rules and regulations of the Commission, the Company shall not first file a prospectus supplement under such Shelf Registration Statement with respect to the lesser of (1) the number of shares requested to be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which registered by the Holders had an opportunity to participate pursuant to the provisions Request or (2) the number of Section 3.4shares remaining available under such Shelf Registration Statement. Any shares which cannot be included under the Shelf Registration Statement, other than a registration from which whether due to lack of availability under the Registrable Securities of Holders have been excluded (with respect Shelf Registration Statement or due to all or any portion the rules and regulations of the Registrable Securities Commission, shall be subject to a separate registration statement filed by the Holders requested Company, which separate registration statement shall be included filed as soon as practicable, but in such registration) pursuant to no event later than 30 days after the provisions receipt by the Company of Section 3.4(a)a Request.

Request by Holders. If the Company shall receive at any time after the earlier of (i) three (3) years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, Public Offering receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPODecember 10, 1999 receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten fifteen (1015) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within fifteen (15) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least fifty percent (50%) of all Registrable Securities held by the requesting Holders; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.52.2, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which 2.3 if at least fifty percent (50%) of the number of Registrable Securities of Holders have been excluded (with respect as to all or any portion of the Registrable Securities which registration was requested by the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)were registered therein.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) two (2) years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, receive a written request from Series B Holders of at least 50% of the Series B Shares then outstanding or the Holders of at least ten percent (10%) 50% of the Registrable Securities then outstanding outstanding, that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the’ Holders request to be registered and included in such registrable by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, Provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with With respect to all or any portion of the Registrable Securities the Holders Holders’ requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified the earlier of (i) three (3) years following the Second Closing (as defined in the Series B-1 Subscription Agreement), or (ii) six (6) months following the consummation of the Company’s IPO, receive a written request from the Holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.33, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders (including other Holders who so) request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.33; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 3 or Section 3.55, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.44, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a4(b).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) five (5) years after the Closing or (ii) one (1) year following the taking effect of a Qualified registration statement for the Company’s IPO, receive a written request from the Holders of at least ten twenty- percent (1020%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least thirty percent (30%) of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.2(b) or Section 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) forty eight (48) months after the Closing or (ii) six (6) months following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the first anniversary of the date hereof receive a written request from any of the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten fifteen (1015) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within fifteen (15) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, PROVIDED that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least fifty percent (50%) of all Registrable Securities then outstanding; and PROVIDED FURTHER that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.52.2, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which 2.3 if at least 50% of the number of Registrable Securities of Holders have been excluded (with respect as to all or any portion of the Registrable Securities which registration was requested by the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)were registered therein.

Request by Holders. If the Company shall receive shall, at any time after a Qualified IPOtime, receive a written request from the Holders of at least ten percent (10%) 15% of the Registrable Securities then then-outstanding that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.33.3 with an anticipated gross proceeds from the offering of such Registrable Securities in excess of US$10,000,000, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, and in any event, shall effect, no later than the Demand Registration Effectiveness Deadline, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.53.5 hereof, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive shall, at any time after a Qualified the earlier of (i) twenty-four (24) months after the Closing, (ii) after the Company’s IPO, or (iii) six (6) months after the Company becomes subject to the reporting requirements of the Securities Exchange Act, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten five (105) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within fifteen (15) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding a Holder that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.36.1, then the Company shall, within ten (10) Business Days after 10 business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within 20 days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.36.1; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least 25% of the Registrable Securities Then Outstanding; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.56.1, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.46.2, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a6.2(a). Any registration under this Section 6.1 shall, if requested in the Request Notice, be effected pursuant to Rule 415 under the Act (or its successor) on a continuous basis for the period requested.

Request by Holders. If the Company shall receive receive, at any time after a Qualified IPOthe earlier of (i) the fifth (5th) anniversary of the Closing, or (ii) six (6) months after the Company’s initial public offering, a written request from the Holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration of the Request Securities, and subject only to the limitations of this Section 3.3; , provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive shall, at any time after six (6) months following a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten percent (10%) 15% of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.33.3 with an anticipated gross proceeds from the offering of such Registrable Securities in excess of US$10,000,000, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, 3.5 hereof or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fourth anniversary after the Closing or (ii) following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities pursuant to this Section 3.32, (or any lesser percentage if the anticipated gross receipts from the offering are to exceed US$1,000,000) then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).. EXHIBIT B

Request by Holders. If the Company shall receive shall, at any time after (i) seven (7) years after the Closing, receive a written request from the Holder of at least forty percent (40%) of the Registrable Securities then Outstanding or (ii) the six (6) months following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Outstanding, in each case requesting that the Company files file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).

Request by Holders. If the Company shall receive shall, at any time after a Qualified the earlier of (i) the second anniversary of the date of this Agreement and (ii) the 180th day after the closing of the Company’s IPO, receive a written request from the Holders of at least ten thirty-three percent (1033%) of the Registrable Securities then outstanding that the Company files to file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(b).

Request by Holders. If the Company shall receive at any time after beginning on the earlier of (i) May 5, 2017 or (ii) the six (6) month anniversary of a Qualified IPOPublic Offering, a written request from the Holders of at least ten twenty-five percent (1025%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best commercially reasonable efforts to effect, as soon as practicable, the registration of the Request Securities, subject only to the limitations of this Section 3.3; provided, however, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.53.5 hereof, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43.4 hereof, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)) hereof.

Request by Holders. If the Company shall receive shall, at any time after six (6) months following the closing of a Qualified IPOIPO in the United States on either the New York Stock Exchange or the Nasdaq National Market, receive a written request from the Holders of at least ten percent (10%) 50% of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Clause 11(C), then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a deliver written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice delivered by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3Clause 11(C); provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six preceding twelve (612) month period preceding the date of such requestperiod, already effected a registration two or more registrations under the Securities Act pursuant to this Section 3.3 Clause 11(C) or Section 3.5, Clause 11(E) or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4Clause 11(D), other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aClause 11(D)(i).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the ------------------ Company's IPO receive a written request from the Holders of at least ten twenty percent (1020%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.2, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its -------------- best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.2; provided, however, provided that the -------- Registrable Securities requested by all Holders to be registered pursuant to such request must be at least twelve percent (12%) of all Registrable Securities then outstanding; and provided further that the Company shall not be obligated -------- ------- to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.52.2, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fourth anniversary of the date hereof, or (ii) taking effect of a Qualified registration statement for the IPO, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Act, then the Company shall, within ten (10) Business Days after (as defined under the Purchase Agreements) of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all the Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a). For the purpose of this Agreement, “IPO” means an initial public offering of the Shares on an internationally recognized stock exchange (including the New York Stock Exchange, NASDAQ, Hong Kong Stock Exchange) or such other reputable stock exchange approved by the Board (including the affirmative votes of at least four (4) Investor Directors (the “Requisite Investor Directors”)).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the Effective Date hereof receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Agreement, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best all reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) Business Days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.1; provided, however, provided that the Registrable Securities requested by all Holders to be registered pursuant to such request must have a market value in excess of $100,000,000; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.1 or Section 3.52.1, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.3, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.3(c).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) December 31, 2020, or (ii) six (6) months following the taking effect of a registration statement for a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten percent (10%) a majority of the Registrable Securities then issued and outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least twenty percent (20%) of the Registrable Securities then outstanding pursuant to this Section 3.34.3, (or any lesser percentage if the anticipated gross receipts from the offering are to exceed US$5,000,000) then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.34.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month months period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 4.3 or Section 3.5, 4.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.44.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a4.4(a).

Request by Holders. If the Company shall receive shall, at any time after six (6) months following the closing of a Qualified IPOIPO in the United States on either the New York Stock Exchange or the Nasdaq National Market, receive a written request from the Holders of at least ten percent (10%) 25% of the Registrable Securities then outstanding Outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.3Clause 3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a deliver written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice delivered by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.3Clause 3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six preceding twelve (612) month period preceding the date of such requestperiod, already effected a registration two or more registrations under the Securities Act pursuant to this Section 3.3 Clause 3 or Section 3.5, or Clause 5 in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.4Clause 4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)Clause 4.1.

Request by Holders. If the Company shall receive at any time after a Qualified IPO, 180 days of the date hereof receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Investor that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “"Request Notice”") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; providedprovided that the anticipated aggregate offering price of such Registrable Securities, howevernet of underwriting discounts and commissions, shall be at least $20,000,000; and provided further that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.54, or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a3(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPOthe earlier of (i) the third (3rd) anniversary of the date hereof, or (ii) six (6) months after the consummation of an initial public offering, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of at least twenty percent (20%) of Registrable Securities held by such Holders (or any lesser percentage if the anticipated gross proceeds from such offering exceed US$5,000,000) pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six twelve (612) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 or Section 3.5, or 2.3 in the jurisdiction in which the Initiating Holders had an opportunity to participate pursuant to the provisions of Section 3.4, other than a (as defined below) have requested such registration from which the Registrable Securities of Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a)effected.

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) the fourth (4th) anniversary of the date of this Agreement or (ii) the taking effect of a registration statement for a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten thirty percent (1030%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of a minimum of twenty percent (20%) of the Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all the Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten twenty (1020) Business Days business days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of the all Request Securities, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) three (3) years after the date of this Agreement or (ii) six (6) months following a Qualified IPOPublic Offering, receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of such Holders’ Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after the earlier of (i) 3 years after the date of this Agreement or (ii) six (6) months following a Qualified IPO, IPO receive a written request from the Holders of at least ten percent (10%) a majority of the Registrable Securities then outstanding that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a2.4(a).

Request by Holders. If the Company shall receive at any time after a Qualified IPO, the Initial Offering receive a written request from the Holders of at least ten fifty percent (1050%) of the Registrable Securities then outstanding (the "INITIATING HOLDERS") that the Company files file a registration statement under the Securities Act covering the registration of Registrable Securities pursuant to this Section 3.32.3, then the Company shall, within ten (10) Business Days after business days of the receipt of such written request, give a written notice of such request (the “Request Notice”"REQUEST NOTICE") to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32.3; provided, howeverprovided that the Registrable Securities requested by all Holders to be registered pursuant to such request must be at least fifteen percent (15%) of all Registrable Securities then outstanding; and provided further, that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2.3 or Section 3.5, 2.5 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.42.4, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(a).

Request by Holders. If the Company shall receive shall, at any time after the earlier of (i) five (5) years after the Completion or (ii) six (6) months following the taking effect of a registration statement for a Qualified IPO, receive a written request from the Holders of at least ten percent (10%) of the Registrable Securities then outstanding Preferred Shares that the Company files file a registration statement under the Securities Act covering the registration of at least thirty percent (30%) of the Registrable Securities pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days after of the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders. The Holders shall send a written notice stating the number of Registrable Securities requested to be registered , and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after receipt of the Request SecuritiesNotice, subject only to the limitations of this Section 3.32; provided, however, provided that the Company shall not be obligated to effect any such registration if the Company has, within the six (6) month period preceding the date of such request, already effected a registration under the Securities Act pursuant to this Section 3.3 2 or Section 3.5, 4 or in which the Holders had an opportunity to participate pursuant to the provisions of Section 3.43, other than a registration from which the Registrable Securities of the Holders have been excluded (with respect to all or any portion of the Registrable Securities the Holders requested be included in such registration) pursuant to the provisions of Section 3.4(aSections 2.2(b) or 3.2(b).