Common use of Right to Demand Underwriting Registration Clause in Contracts

Right to Demand Underwriting Registration. Subject to the other provisions of this Section 2(e), Holders will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii) (a “Demand Registration Notice”) to the Company (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(e); provided, however, that no Demand Registration Notice may be delivered, or will be effective if: (1) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2) the Company has already effected three Demand Underwritten Offerings (excluding, for the avoidance of doubt, Block Trades) under this Section 2(e)(i) in the immediately preceding 12 month period; (3) it is delivered during a Suspension Period; or (4) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than $10,000,000 (unless such Registrable Securities constitute all of the Registrable Securities then outstanding).

Right to Demand Underwriting Registration. Subject to the other provisions of this Section 2(e(2)(e), Holders will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii(2)(e)(ii) (a “Demand Registration Notice”) to the Company by any one or more Holders whose aggregate Share Ownership Percentage exceeds forty eight and eighty-seven one-hundredths percent (48.87%) (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(e); provided, however, that that: (1) no Demand Registration Notice may be delivered, or will be effective if: (1A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2B) the Company has already effected three one (1) Demand Underwritten Offerings Offering (excluding, for the avoidance of doubt, excluding Block Trades) under this Section 2(e)(i) in the immediately preceding 12 month period); (3C) the Company has already effected one (1) Block Trade under this Section 2(e)(i); (D) it is delivered during a Suspension Period; or (4) or the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than seven million five hundred thousand dollars ($10,000,000 7,500,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstandingoutstanding and relating to the Common Shares that were issued pursuant to the SPA).

Right to Demand Underwriting Registration. Subject to the other provisions of this Section 2(e(2)(e), Holders will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii(2)(e)(ii) (a “Demand Registration Notice”) to the Company by any one or more Holders whose aggregate As-Converted Conversion Share Ownership Percentage exceeds fifty percent (50%) (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(e); provided, however, that that: (1) no Demand Registration Notice may be delivered, or will be effective if: (1A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2B) the Company has already effected three two (2) Demand Underwritten Offerings Offering (excluding, for the avoidance of doubt, excluding Block Trades) under this Section 2(e)(i) in the immediately preceding 12 month period); (3C) the Company has already effected two (2) Block Trades under this Section 2(e)(i); (D) it is delivered during a Suspension Period; or (4E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than seven million five hundred thousand dollars ($10,000,000 7,500,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstandingoutstanding and relating to the Notes that was issued pursuant to the NPA).

Right to Demand Underwriting Registration. Subject to the other provisions of this Section 2(e(2)(e), Holders will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii(2)(e)(ii) (a “Demand Registration Notice”) to the Company by any one or more Holders whose aggregate As-Converted Conversion Share Ownership Percentage exceeds fifty percent (50%) (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(e); provided, however, that that: (1) no Demand Registration Notice may be delivered, or will be effective if: (1A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2B) the Company has already effected three one (1) Demand Underwritten Offerings Offering (excluding, for the avoidance of doubt, excluding Block Trades) under this Section 2(e)(i) in the immediately preceding 12 month period); (3C) the Company has already effected one (1) Block Trade under this Section 2(e)(i); (D) it is delivered during a Suspension Period; or (4E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than seven million five hundred thousand dollars ($10,000,000 7,500,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstandingoutstanding and relating to the Preferred Stock that was issued pursuant to the SPA).

Right to Demand Underwriting Registration. Subject At any time during the Demand Registration Period, and so long as the Demand Registration Conditions have been satisfied (and subject to the other provisions of this Section 2(e2(d)), Holders the Investor will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii2(d)(ii) (a “Demand Registration Notice”) to the Company (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) ), and/or any shareholders requesting to participate in such offering pursuant to any other registration rights agreement (the “Other Participating Shareholders”), of Registrable Securities in accordance with this Section 2(e2(d); provided, however, that that: (1) no Demand Registration Notice may be delivered, or will be effective if: (1A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2B) the Company has already effected three one (1) Demand Underwritten Offerings Offering (excluding, for the avoidance of doubt, excluding Block Trades) under this Section 2(e)(i2(d)(i) in within the immediately preceding 12 month periodlast twelve (12) months; (3C) the Company has already effected one (1) Block Trade under this Section 2(d)(i) within the last twelve (12) months; (D) it is delivered during a Suspension Period; or (4E) the aggregate market value of the Registrable Securities of such Holder(s) the Investor to be included in the requested Demand Underwritten Offering is less than five million dollars ($10,000,000 (unless such Registrable Securities constitute all of the Registrable Securities then outstanding5,000,000).

Right to Demand Underwriting Registration. Subject to the other provisions of this Section 2(e), Holders will have the right, exercisable by written notice satisfying the requirements of Section 2(e)(ii) (a “Demand Registration Notice”) to the Company by any one or more Holders whose aggregate As-Converted Conversion Share Ownership Percentage exceeds 50% (such Holders, the “Demanding Notice Holders”), to require the Company to register, under the Securities Act, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(e); provided, however, that no Demand Registration Notice may be delivered, or will be effective if: (1) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (2) the Company has already effected three two Demand Underwritten Offerings (excluding, for the avoidance of doubt, Block Trades) under this Section 2(e)(i) in the immediately preceding 12 month period; (3) it is delivered during a Suspension Period; or (4) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than $10,000,000 (unless such Registrable Securities constitute all of the Registrable Securities then outstandingoutstanding and relating to the Notes that were issued pursuant to the NPA).