Common use of Right to Demand Clause in Contracts

Right to Demand. Subject to the limitations set forth in Section 2(a)(ii), at any time or from time to time, the Required Demand Holders shall have the right to request in writing that the Company register all or part of such Required Demand Holders’ Registrable Securities not then already covered by another Registration Statement (a “Demand”) by filing with the Commission a Demand Registration Statement. As promptly as practicable, but no later than five (5) days after receipt of a Demand, the Company shall give written notice of such requested registration to all Holders of Registrable Securities. Subject to Section 2(c)(iv), the Company shall include in a Demand Registration (A) the Registrable Securities intended to be disposed of by the Initiating Demand Holders and (B) the Registrable Securities intended to be disposed of by any other Holder which shall have made a written request (which request shall specify the amount of Registrable Securities to be registered and the intended method of disposition thereof) to the Company for inclusion thereof in such registration within twenty (20) days after the receipt of such written notice from the Company. The Company shall, as promptly as possible following a Demand (but in no event later than the applicable Filing Deadline), cause to be filed with the Commission a Demand Registration Statement providing for the registration under the Securities Act of the Registrable Securities which the Company has been so requested to register by all such Holders, to the extent necessary to permit the disposition of such Registrable Securities so to be registered in accordance with the intended methods of disposition thereof specified in such Demand or further requests.

Right to Demand. Subject to the limitations set forth in Section 2(a)(ii), at At any time or from time to time, the Required Demand Holders shall have the right to request in writing that the Company register all or part a Stockholder may make written requests, each of such Required Demand Holders’ Registrable Securities not then already covered by another Registration Statement (a “Demand”) by filing with the Commission a Demand Registration Statement. As promptly as practicable, but no later than five (5) days after receipt of a Demand, the Company shall give written notice of such requested registration to all Holders of Registrable Securities. Subject to Section 2(c)(iv), the Company shall include in a Demand Registration (A) the Registrable Securities intended to be disposed of by the Initiating Demand Holders and (B) the Registrable Securities intended to be disposed of by any other Holder which shall have made a written request (which request shall will specify the amount aggregate number of Registrable Securities to be registered (but in no event prior to the beginning of the Exercise Period) and will also specify the intended method methods of disposition thereofthereof (a “Request Notice”) to the Company for inclusion thereof registration with the Commission under and in accordance with the provisions of the Securities Act of all or part of the Registrable Securities then owned by such registration within twenty Stockholder or issuable to such Stockholder upon exercise of its Warrant (20a “Registration”); provided that the Investors shall not have the right to cause the Company to effect more than one Registration of their Registrable Securities pursuant to this Agreement in any six-month period or more than three Registrations in total during the term of this Agreement. A Registration pursuant to this Section ARTICLE I 3 will (i) days after be on such appropriate form of the receipt Commission and (ii) permit the intended method or methods of distribution specified by such Stockholder to the extent reasonably acceptable to the Company, such acceptance not to be unreasonably withheld, conditioned or delayed (the “Plan of Distribution”), including a distribution to, and resale by, the Related Persons of such written notice from Stockholder; provided, that no Investor shall have any rights hereunder to cause the CompanyCompany to effect a Registration for the sale of its Registrable Securities through an underwritten offering. The If the Company shallis eligible to utilize a short form registration, such as promptly as possible following a Demand Form S-3, the Company may utilize such form. Upon any such request for a Registration, the Company will use its reasonable efforts to effect the prompt registration (but in no event later than prior to the applicable Filing Deadline), cause to be filed with beginning of the Commission a Demand Registration Statement providing for the registration Exercise Period) under the Securities Act of the Registrable Securities which that the Company has been so requested to register by all such Holdersa Stockholder as contained in its Request Notice, to the extent necessary required to permit the disposition of such the Registrable Securities so to be registered in accordance with the Plan of Distribution. Under no circumstances shall any Stockholder have the right to cause the Company to include Registrable Securities on any a registration statement filed or intended methods of disposition thereof specified in such Demand or further requeststo be filed for any other purpose.

Right to Demand. Subject Upon the terms and subject to the limitations conditions of this Agreement, any Affiliate Holder shall have the right, by written notice (the “Demand Notice”) given to the Company, to request the Company to register under and in accordance with the provisions of the Securities Act all or part of the Registrable Securities designated by such Affiliate Holder (a “Demand Registration”). Upon receipt of any such Demand Notice, the Company will promptly notify all other Holders of the receipt of such Demand Notice and allow them the opportunity to include Registrable Securities in the proposed registration by giving notice to the Company within five days after the Holder receives such notice; provided, however, that Holders joining in a proposed registration pursuant to this sentence shall not be deemed to have exercised a Demand Registration for purposes of Section 2(b) hereof and such Holders shall be included in such registration on the basis set forth in Section 2(a)(ii), at 2(h) hereof. The Company shall not be required to register any time or from time to time, the Required Demand Holders shall have the right to request in writing that the Company register all or part of such Required Demand Holders’ Registrable Securities not then already covered by another Registration Statement (a “Demand”) by filing with under this Section 2 unless the Commission a anticipated aggregate offering price to the public for any such offering of the Registrable Securities included in such Demand Registration StatementNotice is expected to be at least $250,000. As promptly as practicable, but no later than five (5) days after receipt of a Demand, Notwithstanding the Company shall give written notice of such requested registration to all Holders of Registrable Securities. Subject to above Section 2(c)(iv2(a), the Company shall not be required to provide any notice as set forth in this Section 2(a) to non-Affiliate Holders or include in a Demand Registration (A) the any Registrable Securities intended to be disposed of held by the Initiating non-Affiliate Holders in any non-underwritten Demand Holders and (B) the Registrable Securities intended to be disposed of by any other Holder which shall have made a written request (which request shall specify the amount of Registrable Securities to be registered and the intended method of disposition thereof) to the Company for inclusion thereof in such registration within twenty (20) days after the receipt of such written notice from the Company. The Company shall, as promptly as possible following a Demand (but in no event later than the applicable Filing Deadline), cause to be filed with the Commission a Demand Registration Statement providing for the registration under the Securities Act of the Registrable Securities which the Company has been so requested to register by all such Holders, to the extent necessary to permit the disposition of such Registrable Securities so to be registered in accordance with the intended methods of disposition thereof specified in such Demand or further requestsRegistration.