Common use of Requests by Stockholders Clause in Contracts

Requests by Stockholders. At any time, the MCM Holding Distributees (as a group), CPII and CTW shall each have the right to make requests that the Company effect up to two separate registrations under the Securities Act of all or part of the Registrable Securities owned by them, respectively; provided that (i) in the case of the MCM Holding Distributees, such right to request up to two registrations will be exercisable by any MCM Holding Distributees owning singly or in the aggregate at least 25% of the then outstanding Registrable Securities then owned by all MCM Holding Distributees (the "Qualified MCM Stockholders"), and (ii) at any time when CPII or CTW owns fewer Registrable Securities than its Permitted Transferees, such right of CPII and CTW to request up to two registrations will be exercisable by those entities or individuals (whether acting individually or as a group), in each case, owning in excess of 50% of the outstanding Registrable Securities then owned by CPII and its Permitted Transferees, or by CTW and its Permitted Transferees, as applicable. For purposes of this Section 1.1 (ii), each holder of a Warrant shall be deemed the owner and holder of the Registrable Securities issuable upon the exercise thereof. A request made by any of the Qualified MCM Stockholders, CPII or its Permitted Transferees, or CTW or its Permitted Transferees, pursuant to the immediately preceding sentence (in any such case, the "Requesting Party") shall not be counted for purposes of the request limitations set forth above if (a) the Requesting Party determines in its good faith judgment to withdraw the proposed registration of any Registrable Securities requested to be registered pursuant to this Section 1.1 due to marketing or regulatory reasons, (b) the registration statement relating to any such request is not declared effective within 90 days of the date such registration statement is first filed with the Commission and the Requesting Party determines to withdraw the proposed registration, (c) within 180 days after the registration relating to any such request has become effective, such registration is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason and the Company fails to have such stop order, injunction or other order or requirement removed, withdrawn or resolved to the Requesting Party's reasonable satisfaction within 30 days, (d) more 10% of the Registrable Securities requested by the Requesting Party to be included in the registration are not so included pursuant to Section 1.4, (e) the conditions to closing specified in the underwriting agreement or purchase agreement entered into in connection with the registration relating to any such request are not satisfied (other than as a result of a default or breach thereunder by the Requesting Party), or (f) the registration relating to such request is preempted by a proposed Company registration, notice of which is given by the Company to the Requesting Party pursuant to Section 1.5(b)(iii), and the Requesting Party determines to withdraw its registration request prior to a registration statement relating thereto becoming effective. Upon any such registration request, the Company will promptly, but in any event within 10 days, give written notice of such request to all holders of Registrable Securities and thereupon the Company will, subject to Sections 1.4 and 1.5, use its best efforts to effect the prompt registration under the Securities Act of: (i) the Registrable Securities which the Company has been so requested to register by the Requesting Party, and (ii) all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company by such holders within 10 days after the giving of such written notice by the Company to such holders, all to the extent required to permit the disposition of the Registrable Securities so to be registered in accordance with the intended method or methods of disposition of each seller of such Registrable Securities.

Requests by Stockholders. At any timetime during which the Company is qualified at all relevant times to use Form S-3 (or any other comparable form hereinafter adopted) for the registration under the Securities Act of the Registrable Securities, the MCM Holding Distributees (as a group), CPII and CTW ING shall each have the right to make requests that the Company effect up to two separate registrations under the Securities Act of all or part of the Registrable Securities owned by them, respectivelyit; provided that (i) in the case of the MCM Holding Distributees, such right to request up to two registrations will be exercisable by any MCM Holding Distributees owning singly or in the aggregate at least 25% of the then outstanding Registrable Securities then owned by all MCM Holding Distributees (the "Qualified MCM Stockholders"), and (ii) that at any time when CPII or CTW ING owns fewer Registrable Securities than its Permitted Transferees, such right of CPII and CTW ING to request up to two registrations will be exercisable by those entities or individuals (whether acting owning individually or as a group), in each case, owning the aggregate in excess of 50% of the outstanding Registrable Securities then owned by CPII ING and its Permitted Transferees, or by CTW and its Permitted Transferees, as applicable. For purposes of this Section 1.1 (ii), each holder of a Warrant shall be deemed the owner and holder of the Registrable Securities issuable upon the exercise thereof. A request made by any of the Qualified MCM Stockholders, CPII or ING and/or its Permitted Transferees, or CTW or its Permitted Transferees, Transferees pursuant to the immediately preceding sentence (in any such either case, the "Requesting PartyREQUESTING PARTY") shall not be counted for purposes of the request limitations set forth above if (a) the Requesting Party determines in its good faith judgment to withdraw the proposed registration of any Registrable Securities requested to be registered pursuant to this Section 1.1 due to marketing or regulatory reasons, (b) the registration statement relating to any such request is not declared effective within 90 days of the date such registration statement is first filed with the Commission and the Requesting Party determines to withdraw the proposed registration, (c) within 180 days after the registration relating to any such request has become effective, such registration is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason and the Company fails to have such stop order, injunction or other order or requirement removed, withdrawn or resolved to the Requesting Party's reasonable satisfaction within 30 days, (d) more 10than 50% of the Registrable Securities requested by the Requesting Party to be included in the registration are not so included pursuant to Section 1.4, (e) the 5 conditions to closing specified in the underwriting agreement or purchase agreement entered into in connection with the registration relating to any such request are not satisfied (other than as a result of a default or breach thereunder by the Requesting Party), or (f) the registration relating to such request is preempted by a proposed Company registration, notice of which is given by the Company to the Requesting Party pursuant to Section 1.5(b)(iii), ) and the Requesting Party determines to withdraw provides the Company written notice of the withdrawal of its registration request prior to a registration statement relating thereto becoming effective. Upon any such registration request, the Company will promptly, but in any event within 10 days, give written notice of such request to all holders of Registrable Securities and thereupon the Company will, subject to Sections 1.4 and 1.5, use its best efforts to effect the prompt registration under the Securities Act of: (i) the Registrable Securities which the Company has been so requested to register by the Requesting Party, and (ii) all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company by such holders within 10 days after the giving of such written notice by the Company to such holders, all to the extent required to permit the disposition of the Registrable Securities so to be registered in accordance with the intended method or methods of disposition of each seller of such Registrable Securities.

Requests by Stockholders. At any time, the MCM Holding Distributees (as a group), ) and CPII and CTW shall each have the right to make requests that the Company effect up to two separate registrations under the Securities Act of all or part of the Registrable Securities owned by them, respectively; provided that (i) in . In the case of the MCM Holding Distributees, such right to request up to two registrations will be exercisable by any MCM Holding Distributees owning singly or in the aggregate at least 25% of the then outstanding Registrable Securities then owned by all MCM Holding Distributees (or, if less, the "Qualified MCM Stockholders"), and (ii) at any time when CPII or CTW owns fewer Registrable Securities than its Permitted Transferees, such right aggregate number of CPII and CTW to request up to two registrations will be exercisable by those entities or individuals (whether acting individually or as a group), in each case, owning in excess of 50% of the outstanding Registrable Securities then owned by CPII and its Permitted Transferees, or by CTW and its Permitted Transferees, as applicable. For purposes of this Section 1.1 all MCM Holding Distributees (iithe "QUALIFIED MCM STOCKHOLDERS"), each holder of a Warrant shall be deemed the owner and holder of the Registrable Securities issuable upon the exercise thereof. A request made by any of either the Qualified MCM Stockholders, Stockholders or CPII or its Permitted Transferees, or CTW or its Permitted Transferees, pursuant to the immediately preceding sentence (in any such either case, the "Requesting PartyREQUESTING PARTY") shall not be counted for purposes of the request limitations set forth above if (a) if the Requesting Party determines in its good faith judgment to withdraw the proposed registration of any Registrable Securities requested to be registered pursuant to this Section 1.1 due to marketing or regulatory reasons, (b) the registration statement relating to any such request is not declared effective within 90 days of the date such registration statement is first filed with the Commission and the Requesting Party determines to withdraw the proposed registrationCommission, (c) if, within 180 days after the registration relating to any such request has become effective, such registration is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason and the Company fails to have such stop order, injunction or other order or requirement removed, withdrawn or resolved to the Requesting Party's reasonable satisfaction within 30 days, (d) if more than 10% of the Registrable Securities requested by the Requesting Party to be included in the registration are not so included pursuant to Section 1.4, 1.4 or (e) the conditions to closing specified in the underwriting agreement or purchase agreement entered into in connection with the registration relating to any such request are not satisfied (other than as a result of a default or breach thereunder by the Requesting Party), or (f) the registration relating to such request is preempted by a proposed Company registration, notice of which is given by the Company to the Requesting Party pursuant to Section 1.5(b)(iii), and the Requesting Party determines to withdraw its registration request prior to a registration statement relating thereto becoming effective. Upon any such registration request, the Company will promptly, but in any event within 10 days, give written notice of such request to all holders of Registrable Securities and thereupon the Company will, subject to Sections 1.4 and 1.5, use its best efforts to effect the prompt registration under the Securities Act of: (i) the Registrable Securities which the Company has been so requested to register by the Requesting Party, and (ii) all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company by such holders within 10 days after the giving of such written notice by the Company to such holders, all to the extent required to permit the disposition of the Registrable Securities so to be registered in accordance with the intended method or methods of disposition of each seller of such Registrable Securities.breach

Requests by Stockholders. At any time, the MCM Holding Distributees (as a group), CPII and CTW Requisite Stockholders shall each have the right to make requests that the Company effect up to two separate registrations under the Securities Act (each a "DEMAND REGISTRATION") of all or part of the Registrable Securities owned by them, respectively; provided that (i) in the case of the MCM Holding Distributees, such right to request up to two registrations will be exercisable by any MCM Holding Distributees owning singly or in the aggregate at least 25% of the then outstanding Registrable Securities then owned by all MCM Holding Distributees (the "Qualified MCM Stockholders"), and (ii) at any time when CPII or CTW owns fewer Registrable Securities than its Permitted Transferees, such right of CPII and CTW to request up to two registrations will be exercisable by those entities or individuals (whether acting individually or as a group), in each case, owning in excess of 50% of the outstanding Registrable Securities then owned by CPII and its Permitted Transferees, or by CTW and its Permitted Transferees, as applicable. For purposes of this Section 1.1 (ii), each holder of a Warrant shall be deemed the owner and holder of the Registrable Securities issuable upon the exercise thereof. A request made by any of the Qualified MCM Stockholders, CPII or its Permitted Transferees, or CTW or its Permitted Transferees, Requisite Stockholders pursuant to the immediately preceding sentence (in any such case, the "Requesting PartyREQUESTING PARTY") shall not be counted for purposes of the request limitations set forth above if (a) the Requesting Party determines in its good faith judgment to withdraw the proposed registration of any Registrable Securities requested to be registered pursuant to this Section 1.1 due to marketing or regulatory reasons, (b) the registration statement relating to any such request is not declared effective within 90 days of the date such registration statement is first filed with the Commission and the Requesting Party determines to withdraw the proposed registration, (c) within 180 days after the registration relating to any such request has become effective, such registration is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason and the Company fails to have such stop order, injunction or other order or requirement removed, withdrawn or resolved to the Requesting Party's reasonable satisfaction within 30 days, (d) more than 10% of the Registrable Securities requested by the Requesting Party to be included in the registration are not so included pursuant to Section 1.4, (e) the conditions to closing specified in the underwriting agreement or purchase agreement entered into in connection with the registration relating to any such request are not satisfied (other than as a result of a default or breach thereunder by the Requesting Party), or (f) the registration relating to such request is preempted by a proposed Company registration, notice of which is given by the Company to the Requesting Party pursuant to Section 1.5(b)(iii), and the Requesting Party determines to withdraw its registration request prior to a registration statement relating thereto becoming effectiveeffective or (g) the registration statement used pursuant to such request is a Form S-3 (or any other comparable form hereinafter adopted). Upon any such registration request, the Company will promptly, but in any event within 10 days, give written notice of such request to all holders of Registrable Securities and thereupon the Company will, subject to Sections 1.4 and 1.5, use its best efforts to effect the prompt registration under the Securities Act of: (i) the Registrable Securities which the Company has been so requested to register by the Requesting Party, and (ii) all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company by such holders within 10 days after the giving of such written notice by the Company to such holders, all to the extent required to permit the disposition of the Registrable Securities so to be registered in accordance with the intended method or methods of disposition of each seller of such Registrable Securities.

Requests by Stockholders. At any time, the MCM Holding Distributees (as a group), ) and CPII and CTW shall each have the right to make requests that the Company effect up to two separate registrations under the Securities Act of all or part of the Registrable Securities owned by them, respectively; provided that that (i) in the case of the MCM Holding Distributees, such right to request up to two registrations will be exercisable by any MCM Holding Distributees owning singly or in the aggregate at least 25% of the then outstanding Registrable Securities then owned by all MCM Holding Distributees (the "Qualified QUALIFIED MCM StockholdersSTOCKHOLDERS"), and ) and (ii) at any time when CPII or CTW owns fewer Registrable Securities than its Permitted Transferees, such right of CPII and CTW to request up to two registrations will be exercisable by those entities or individuals (whether acting individually or as a group), in each case, owning in excess of 50% of the outstanding Registrable Securities then owned by CPII and its Permitted Transferees, or by CTW and its Permitted Transferees, as applicable. For purposes of this Section 1.1 (ii), each holder of a Warrant shall be deemed the owner and holder of the Registrable Securities issuable upon the exercise thereof. A request made either by any of the Qualified MCM Stockholders, Stockholders or by CPII or and/or its Permitted Transferees, or CTW or its Permitted Transferees, Transferees pursuant to the immediately preceding sentence (in any such either case, the "Requesting PartyREQUESTING PARTY") shall not be counted for purposes of the request limitations set forth above if (a) the Requesting Party determines in its good faith judgment to withdraw the proposed registration of any Registrable Securities requested to be registered pursuant to this Section 1.1 due to marketing or regulatory reasons, (b) the registration statement relating to any such request is not declared effective within 90 days of the date such registration statement is first filed with the Commission and the Requesting Party determines to withdraw the proposed registration, (c) within 180 days after the registration relating to any such request has become effective, such registration is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason and the Company fails to have such stop order, injunction or other order or requirement removed, withdrawn or resolved to the Requesting Party's reasonable satisfaction within 30 days, (d) more 10% of the Registrable Securities requested by the Requesting Party to be included in the registration are not so included pursuant to Section 1.4, (e) the conditions to closing specified in the underwriting agreement or purchase agreement entered into in connection with the registration relating to any such request are not satisfied (other than as a result of a default or breach thereunder by the Requesting Party), or (f) the registration relating to such request is preempted by a proposed Company registration, notice of which is given by the Company to the Requesting Party pursuant to Section 1.5(b)(iii), and the Requesting Party determines to withdraw its registration request prior to a registration statement relating thereto becoming effective. Upon any such registration request, the Company will promptly, but in any event within 10 days, give written notice of such request to all holders of Registrable Securities and thereupon the Company will, subject to Sections 1.4 and 1.5, use its best efforts to effect the prompt registration under the Securities Act of: (i) the Registrable Securities which the Company has been so requested to register by the Requesting Party, and (ii) all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company by such holders within 10 days after the giving of such written notice by the Company to such holders, all to the extent required to permit the disposition of the Registrable Securities so to be registered in accordance with the intended method or methods of disposition of each seller of such Registrable Securities.or