Common use of Right to Demand Underwriting Registration Clause in Contracts

Right to Demand Underwriting Registration. 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)(d)), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii) (a “Demand Registration Notice”) to the Company by any one or more of such Holders whose aggregate Share Ownership Percentage exceeds twenty-five percent (25%) (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(d); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (B) the Company has already effected one (1) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “Existing Registration Rights Agreement”) to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (C) the Company has already effected one (1) Block Trade under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (D) it is delivered during a Suspension Period; or (E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than five million dollars ($5,000,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares that were issued pursuant to the NPA).

Right to Demand Underwriting Registration. At any time during the Demand Registration Period, and so long as the Demand Registration Conditions have been satisfied (and subject Subject to the other provisions of this Section (2)(d)2(d), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii2(d)(ii) (a “Demand Registration Notice”) to the Company by any one or more of such Holders whose aggregate Share Ownership Percentage exceeds twenty-five thirty percent (2530%) (such Holders, the “Demanding Notice Holders”), to require the Company to registerregister or qualify, as applicable, under the Securities ActAct and/or Applicable Canadian Securities Laws, an underwritten public offering (a “Demand Underwritten Offering”) of Registrable Securities in accordance with this Section 2(d); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) the Common Shares are not then listed on a Trading Market (and will not be effective as to registration or qualification in either the United States or Canada if the Common Shares are not then listed on a Trading Market in the applicable jurisdiction); (B) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (BC) the Company has already effected one (1) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “Existing Registration Rights Agreement”) to which such Holder(s) are parties), provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto; (CD) the Company has already effected one (1) Block Trade under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are partiesAgreement, provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto; (DE) it is delivered during a Suspension Period; or (E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than five million dollars ($5,000,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares that were issued pursuant to the NPA).

Right to Demand Underwriting Registration. 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)(d)), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii) (a “Demand Registration Notice”) to the Company by any one or more of such Holders whose aggregate Share Ownership Percentage exceeds twenty-five percent (25%) (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(d); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (B) the Company has already effected one (1) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “Existing Registration Rights Agreement”) to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (C) the Company has already effected one (1) Block Trade under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (D) it is delivered during a Suspension Period; or (E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than five million dollars ($5,000,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares that were issued pursuant to the NPASPA).

Right to Demand Underwriting Registration. At any time during the Demand Registration Period, and so long as the Demand Registration Conditions have been satisfied (and subject Subject to the other provisions of this Section (2)(d)2)(e), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii2)(e)(ii) (a “Demand Registration Notice”) to the Company by any one or more of such Holders whose aggregate As-Converted Warrant Share Ownership Percentage exceeds twenty-five fifty percent (2550%) (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(d2(e); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (B) the Company has already effected one two (12) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “Existing Registration Rights Agreement”) to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e2(e)(i); (C) the Company has already effected one two (12) Block Trade Trades under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e2(e)(i); (D) it is delivered during a Suspension Period; or (E) 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 million hundred thousand dollars ($5,000,0007,500,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares Warrants that were issued pursuant to the NPASPA and Exchange Agreement).

Right to Demand Underwriting Registration. At any time during the Demand Registration Period, and so long as the Demand Registration Conditions have been satisfied (and subject Subject to the other provisions of this Section (2)(d)2(d), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii2(d)(ii) (a “"Demand Registration Notice”") to the Company by any one or more of such Holders whose aggregate Share Ownership Percentage exceeds twenty-five thirty percent (2530%) (such Holders, the “"Demanding Notice Holders”"), to require the Company to registerregister or qualify, as applicable, under the Securities ActAct and/or Applicable Canadian Securities Laws, an underwritten public offering (a “"Demand Underwritten Offering”") of Registrable Securities in accordance with this Section 2(d); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) the Common Shares are not then listed on a Trading Market (and will not be effective as to registration or qualification in either the United States or Canada if the Common Shares are not then listed on a Trading Market in the applicable jurisdiction); (B) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (BC) the Company has already effected one (1) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “"Existing Registration Rights Agreement”) to which such Holder(s) are parties"), provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto; (CD) the Company has already effected one (1) Block Trade under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are partiesAgreement, provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto; (DE) it is delivered during a Suspension Period; or (E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than five million dollars ($5,000,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares that were issued pursuant to the NPA).

Right to Demand Underwriting Registration. 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)(d2(d)), the Holders that are Initial Purchasers will have the right, exercisable by written notice satisfying the requirements of Section (2)(d)(ii2(d)(ii) (a “Demand Registration Notice”) to the Company by any one or more of such Holders whose aggregate Share Ownership Percentage exceeds twenty-five percent (25%) (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(d); provided, however, that: (1) no Demand Registration Notice may be delivered, or will be effective if: (A) a prior Demand Underwritten Offering is pending or in process, and is not withdrawn, at the time such Demand Registration Notice is delivered; (B) the Company has already effected one (1) Demand Underwritten Offering (excluding Block Trades) under this Section 2(d)(i) or under the similar section of any other registration rights agreement that the Company has entered into and is currently in effect (each, an “Existing Registration Rights Agreement”) to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (C) the Company has already effected one (1) Block Trade under this Section 2(d)(i) or under the similar section of any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e); (D) it is delivered during a Suspension Period; or (E) the aggregate market value of the Registrable Securities of such Holder(s) to be included in the requested Demand Underwritten Offering is less than five million dollars ($5,000,000) (unless such Registrable Securities constitute all of the Registrable Securities then outstanding and relating to the Common Shares that were issued pursuant to the NPA).