Common use of Right to Piggyback on Registration of Stock Clause in Contracts

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c), if at any time or from time to time the Company proposes to register the Common Stock under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "Piggyback Registration"), whether for its own account or for the account of one or more shareholders of the Company, the Company shall each such time promptly give each Shareholder written notice of such determination (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given at least thirty (30) days prior to the anticipated filing date of such Piggyback Registration. Upon the written request of any Shareholder (the "Piggyback Holder") given within ten (10) business days after the providing of any such notice by the Company, the Company shall use its best efforts to cause to be registered under the 1933 Act all of the Registrable Securities held by such Shareholder that the Shareholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to register, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c8.01(c), if at any time or from time to time following an Initial Public Offering (or, if any Stockholder is selling Ordinary Shares in an Initial Public Offering, in such Initial Public Offering) the Company proposes to register the Common Stock Ordinary Shares under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock Ordinary Shares on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders of the CompanyStockholders, the Company shall each such time promptly give each Shareholder Stockholder written notice of such determination (in any event i) at least 30 days prior to the anticipated effective date of such Piggyback Registration and (ii) within 10 business days ten (10) Business Days after its the Company’s receipt of any notice of any an exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given at least thirty (30) days prior to the anticipated filing date of such Piggyback Registration. Upon the written request of any Shareholder Stockholder (the "“Piggyback Holder"”) given within ten (10) business days Business Days after the providing receipt of any such notice by the Company, the Company shall use its reasonable best efforts to cause to be registered under the 1933 Act all of the Registrable Securities held by such Shareholder Stockholder that the Shareholder Stockholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of all such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to registerregister all of such securities, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 8.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee8.02.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c1.2(d), if at any time or from time to time the Company Constellation proposes to register the Common Stock Shares under the 1933 Securities Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock Shares on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders of the Companyinvestors, the Company Constellation shall each such time promptly give each Shareholder EDFD (and its Affiliates) written notice of such determination (in any event i) at least 30 days prior to the anticipated effective date of such Piggyback Registration and (ii) within 10 business days twenty Business Days after its Constellation’s receipt of any notice of any an exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given at least thirty (30) days prior to the anticipated filing date of such Piggyback Registration. Upon the written request of EDFD (or any Shareholder (the "Piggyback Holder"of its Affiliates) given within ten (10) business days Business Days after the providing receipt of any such notice by the CompanyConstellation, the Company Constellation shall use its reasonable best efforts to cause to be registered under the 1933 Securities Act all of the Registrable Securities held by such Shareholder EDFD that the Shareholder EDFD has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company Constellation shall determine for any reason not to register or to delay registration of all such securities, the Company Constellation may, at its election, give written notice of such determination to each Piggyback Holder EDFD (or its Affiliates) and (i) in the case of a determination not to registerregister all of such securities, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company Constellation to pay the registration expenses Registration Expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 1.2 shall relieve the Company Constellation of its obligation to effect any registration upon demand under Section 5.021.1. The registration rights contained For purposes of this Agreement, “Business Day” shall mean any working day the United States other than a Saturday, a Sunday or a day on which banks located in Section 5.01 may be assigned New York, New York generally are authorized or required by applicable Law to any Transferee or Permitted Transfereeclose.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c3.01(c), if at any time or from time to time the Company proposes to register the shares of Common Stock under the 1933 Securities Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders stockholders of the Company, the Company shall each such time promptly give each Shareholder Stockholder written notice (a “Piggyback Notice”) of such determination proposal (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given i) at least thirty (30) 30 days prior to the anticipated filing effective date of such Piggyback RegistrationRegistration and (ii) within 10 Business Days after the Company’s receipt of any notice of an exercise of demand registration rights in accordance with Section 3.02. Upon the written request of any Shareholder Stockholder (the "“Piggyback Holder"”) given within ten (10) business days 10 Business Days after the providing receipt of any such notice by the CompanyPiggyback Notice, the Company shall use its best commercially reasonable efforts to cause to be registered under the 1933 Securities Act all of the Registrable Securities held by such Shareholder Stockholder that the Shareholder Stockholder has requested to be registered; provided, however, that if, at any time after giving written notice the delivery of its intention to register any securities a Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of all such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and and, (ix) in the case of a determination not to registerregister any of such securities, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (iiy) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 3.01 shall relieve the Company of its obligation to effect any registration upon demand Demand Registration under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee3.02.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c3.01(c), if at any time or from time to time after the Company’s initial public offering the Company proposes to register shares of Capital Stock of the Common Stock Company under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Capital Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders stockholders of the Company, the Company shall each such time promptly give each Shareholder Stockholder written notice of such determination (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given i) at least thirty (30) 30 days prior to the anticipated filing effective date of such Piggyback RegistrationRegistration and (ii) within ten Business Days after the Company’s receipt of any notice of an exercise of demand registration rights in accordance with Section 3.02. Upon the written request of any Shareholder Stockholder (the "“Piggyback Holder"”) given within ten (10) business days Business Days after the providing receipt of any such notice by the Company, the Company shall use its reasonable best efforts to cause to be registered under the 1933 Act all of the Registrable Securities of the same class of Capital Stock (or convertible into the same class of Capital Stock prior to or concurrently with the consummation of such offering) held by such Shareholder Stockholder that the Shareholder Stockholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to registerregister such securities, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 3.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee3.02.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c), if at any time or from time to time the Company proposes to register the Common Stock under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "Piggyback Registration"), whether for its own account or for the account of one or more shareholders of the Company, the Company shall each such time promptly give each Shareholder written notice of such determination (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights)determination; provided, however, that such notice of a Piggyback Registration shall be given at least thirty ten (3010) business days prior to the earlier of the anticipated filing effective date of such Piggyback RegistrationRegistration or (y) the commencement of formal selling efforts by any underwriter in the case of an underwritten offering. Upon the written request of any Shareholder (the "Piggyback Holder") given within ten eight (10) 8) business days after the providing of any such notice by the Company, the Company shall use its best efforts to cause to be registered under the 1933 Act all of the Registrable Securities held by such Shareholder that the Shareholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to register, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c3.01(c), if at any time or from time to time following the Qualified Public Offering the Company proposes to register the shares of Common Stock under the 1933 Securities Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders stockholders of the Company, the Company shall each such time promptly give each Shareholder Stockholder written notice (a “Piggyback Notice”) of such determination proposal (i) at least 10 days prior to the filing of the registration statement with the Commission in any event connection with such Piggyback Registration and (ii) within 10 business days Business Days after its the Company’s receipt of any notice of any an exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given at least thirty (30) days prior to the anticipated filing date of such Piggyback Registrationrights in accordance with Section 3.02. Upon the written request of any Shareholder Stockholder (the "“Piggyback Holder"”) given within ten (10) business days 10 Business Days after the providing receipt of any such notice by the CompanyPiggyback Notice, the Company shall use its best efforts to cause to be registered under the 1933 Securities Act all of the Registrable Securities held by such Shareholder Stockholder that the Shareholder Stockholder has requested to be registered; provided, however, that if, at any time after giving written notice the delivery of its intention to register any securities a Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registrationPiggyback Registration, the Company shall determine for any reason not to register or to delay registration of all such securitiesshares of Common Stock, the Company may, at its election, give written notice of such determination to each Piggyback Holder and and, (ix) in the case of a determination not to registerregister any of such shares of Common Stock, shall be relieved of its obligation to register any Registrable Securities in connection with such registration Piggyback Registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (iiy) in the case of a determination to delay registeringthe Piggyback Registration, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securitiesthe Piggyback Registration. No registration effected under this Section 5.01 3.01 shall relieve the Company of its obligation to effect any registration upon demand Demand Registration under Section 5.023.02. The registration rights contained Company shall not include any Registrable Securities owned by any holder of the Company’s Capital Stock in the Qualified Public Offering unless the Stockholders are provided the right to include Registrable Securities in such Qualified Public Offering in accordance with the terms and provisions of this Section 5.01 may be assigned to any Transferee or Permitted Transferee3.01.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c), if at any time or from time to time following an Initial Public Offering (or, if any Stockholder is selling Common Stock in an Initial Public Offering, in such Initial Public Offering) the Company proposes to register the Common Stock under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders stockholders of the Company, the Company shall each such time promptly give each Shareholder Stockholder written notice of such determination (in any event i) at least 30 days prior to the anticipated effective date of such Piggyback Registration and (ii) within 10 business days ten Business Days after its the Company’s receipt of any notice of any an exercise of demand registration rights); provided, however, that such notice of a Piggyback Registration shall be given at least thirty (30) days prior to the anticipated filing date of such Piggyback Registration. Upon the written request of any Shareholder Stockholder (the "“Piggyback Holder"”) given within ten (10) business days Business Days after the providing receipt of any such notice by the Company, the Company shall use its reasonable best efforts to cause to be registered under the 1933 Act all of the Registrable Securities held by such Shareholder Stockholder that the Shareholder Stockholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of all such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to registerregister all of such securities, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee.

Right to Piggyback on Registration of Stock. Subject to Section 5.01(c), if at any time or from time to time the Company proposes to register the Common Stock under the 1933 Act in connection with a public offering (other than an Initial Public Offering consisting solely of primary Common Stock or in connection with the registration of shares of Common Stock issued to former shareholders of K-Tech Mfg., Inc. arising out of, or in lieu of, obligations existing prior to the Transactions) of such Common Stock on any form other than Form S-4 or Form S-8 or any similar successor forms or another form used for a purpose similar to the intended use for such forms (a "“Piggyback Registration"”), whether for its own account or for the account of one or more shareholders of the Company, the Company shall each such time promptly give each Shareholder written notice of such determination (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights)determination; provided, however, that such notice of a Piggyback Registration shall be given at least thirty ten (3010) business days prior to the earlier of the anticipated filing effective date of such Piggyback RegistrationRegistration or (y) the commencement of formal selling efforts by any underwriter in the case of an underwritten offering. Upon the written request of any Shareholder (the "“Piggyback Holder"”) given within ten eight (10) 8) business days after the providing of any such notice by the Company, the Company shall use its best efforts to cause to be registered under the 1933 Act all of the Registrable Securities held by such Shareholder that the Shareholder has requested to be registered; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Piggyback Holder and (i) in the case of a determination not to register, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from any obligation of the Company to pay the registration expenses in connection therewith); and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. No registration effected under this Section 5.01 shall relieve the Company of its obligation to effect any registration upon demand under Section 5.02. The registration rights contained in Section 5.01 may be assigned to any Transferee or Permitted Transferee.