Common use of Right to Registration Clause in Contracts

Right to Registration. (a) On or after the date hereof, Shareholder shall have the right, exercisable upon written notice to RNET, to have the Shares included in any Registration Statement, containing therein a Prospectus, filed from time to time by RNET (other than a registration statement with respect to the resale of Financing Shares (as such term is defined in the Company's Prospectus dated September 29, 1997)), on such form as may then be required or available for use by RNET under the Securities Act to permit the public offering of shares of the Common Stock. Such request shall specify the number of Shares proposed to be subject to such Registration Statement. RNET shall use its best efforts, including the filing of any amendments or supplements thereto, to have any such Registration Statement declared effective under the Securities Act as soon as practicable after the filing date thereof. RNET shall also use its best efforts to keep any such Registration Statement and the accompanying Prospectus effective and current under the Securities Act at its expense for period of 90 days after its effective date. Notwithstanding the foregoing, the obligation of RNET under this Section 2(a) is subject to (i) the right of RNET or the managing underwriter, if any, to limit the number of Shares to be included in any registration hereunder if RNET or such underwriter determines in good faith that the offering of the requested number of Shares will adversely affect the market for the Common Stock and (ii) the provisions of Section 3. During the term of this Agreement, RNET shall not grant registration rights to any person that would allow such person to have "piggy-back" registration rights unless such rights specifically provide for Shareholder's shares of Common Stock to be included, at Shareholder's election, in the same registration statement as such person's shares and for any limitations to be imposed against such person's shares prior to limitations being imposed on Shareholders' shares. (b) In connection with any Registration Statement or similar document filed pursuant to this Section 2, RNET shall take all reasonable steps to cause the shares of Common Stock covered by such Registration Statement to be eligible for public offering and sale by the effective date of such Registration Statement under the securities or blue sky laws of such states as may be appropriate; provided that in no event shall RNET be obligated to qualify to do business in any state where it is not so qualified at the time of filing such documents or to take any action which would subject it to unlimited service of process or to general taxation in any state where it is not so subject at such time. RNET shall use its best efforts to keep such blue sky and state filings current for the length of time it must keep the Registration Statement, the Prospectus, or any amendment thereto effective pursuant to this Section 2. (c) In connection with any filing pursuant to this Section 2, RNET shall bear all of the expenses and professional fees (other than fees of separate counsel of Shareholder and Transferees, underwriting discounts, commissions, and transfer taxes) which arise in connection with such filings, including without limitation fees under the blue sky laws, the Securities Act, and the Exchange Act, and all expenses incurred in making such filings and keeping the filings effective and current, as required by this Agreement or by applicable law, and shall also provide to Shareholder and Transferees (if they are engaged in the distribution) a reasonable number of printed copies of the Prospectus in preliminary and final form. RNET consents to the use of the Prospectus in connection with the sale of the Shares pursuant to the Securities Act and the rules and regulations promulgated thereunder. (d) Shareholder and each Transferee participating in a registration hereunder shall furnish to RNET in writing promptly upon the request of RNET all additional information regarding Shareholder or such Transferee, as the case may be, the Shares proposed to be included in the registration, and such other information as shall be required in the opinion of RNET in connection with the proposed registration by the applicable federal securities laws and the securities laws of states in which the Shares are contemplated to be distributed. All information furnished by Shareholder or any Transferee shall be signed by Shareholder or such Transferee, as the case may be, and shall be stated to be specifically for use in connection with the registration. (e) Notwithstanding anything to the contrary, RNET may, at any time upon notice to Shareholder and each Transferee participating in a registration, terminate the effectiveness of any Registration Statement or, upon notice to Shareholder or any such Transferee, withdraw from the Registration Statement the Shares of Shareholder or such Transferee if, in the opinion of counsel for RNET, there shall have arisen any legal impediment to the offer of the Shares made by the Prospectus or if any legal action or administrative proceeding shall have been instituted or threatened or any other claim shall have been made relating to the offer made by the Prospectus or against any of the parties involved in such offer; provided that RNET shall use its best efforts to resolve such matter as promptly as practicable, and, promptly after such matters shall be resolved to the satisfaction of counsel for RNET, shall cause the registration pursuant to this Agreement of Shares formerly covered by the Registration Statement that were removed from registration by such action of RNET. (f) Neither Shareholder nor any Transferee shall have any right to take any action to restrain, enjoin, or otherwise delay any registration as a result of any controversy that may arise with respect to the interpretation or implementation of this Agreement.

Right to Registration. (a) On or Subject to Section 2.4, within 30 days after the date hereofof this Agreement, Shareholder Parent shall have the right, exercisable upon written notice use its commercially reasonable efforts to RNET, to have the Shares included in any Registration Statement, containing therein a Prospectus, filed from time to time by RNET (other than a registration statement with respect to the resale of Financing Shares (as such term is defined in the Company's Prospectus dated September 29, 1997)), on such form as may then be required or available for use by RNET register under the Securities Act to permit the public offering of shares all of the Common Stock. Such request shall specify Registrable Securities then held by all Holders on Form S‑3 (including pursuant to Rule 415 under the number of Shares proposed to be subject to such Securities Act (a “Shelf Registration”)) by filing with the SEC a Registration Statement. RNET The intended method of distribution to be included in the Shelf Registration is set forth in Annex A attached hereto. If Parent is a “well known seasoned issuer” (as defined in Rule 405 under the Securities Act), the Registration Statement shall be an Automatic Shelf Registration Statement (as defined in Rule 405 promulgated under the Securities Act). Subject to Section 2.4, Parent shall, as expeditiously as possible but in any event within 30 days after the date of this Agreement, use its commercially reasonable efforts to cause to be filed with the SEC the Registration Statement providing for the registration under the Securities Act of all of the Registrable Securities then held by all Holders. Parent agrees to include in any such Registration Statement all information about a selling Holder which such selling Holder, upon advice of counsel, shall reasonably request, and which is provided to Parent at least 10 days prior to the date Parent is required to file the Registration Statement. Parent shall use its best efforts, including the filing of any amendments or supplements thereto, commercially reasonable efforts to have any such Registration Statement declared effective under by the Securities Act SEC as soon as practicable after thereafter. Once declared effective by the filing date thereof. RNET SEC, Parent shall also use its best commercially reasonable efforts to keep any such Registration Statement and continuously effective for the accompanying Prospectus effective and current under Effectiveness Period. A request to withdraw the Securities Act at its expense for period of 90 days after its effective date. Notwithstanding the foregoing, the obligation of RNET under this Section 2(a) is subject to (i) the right of RNET or the managing underwriter, if any, to limit the number of Shares to be included in any registration hereunder if RNET or such underwriter determines in good faith that the offering filing of the requested number Registration Statement (a “Withdrawn Request”) by the Holders of Shares will adversely affect a majority of the market for Registrable Securities (the Common Stock and (ii“Electing Holders”) the provisions of Section 3. During the term of this Agreement, RNET shall not grant registration rights to any person that would allow such person to have "piggy-back" registration rights unless such rights specifically provide for Shareholder's shares of Common Stock to may be included, at Shareholder's election, in the same registration statement as such person's shares and for any limitations to be imposed against such person's shares withdrawn prior to limitations being imposed on Shareholders' shares. the effectiveness thereof by the Electing Holders (b) In connection with any a “Withdrawn Registration”), and such withdrawal shall be treated as if the Registration Statement or similar document filed required by the Company shall have been effected pursuant to this Section 22.1, RNET shall take all unless the Electing Holders reimburse Parent for its reasonable steps out-of-pocket Registration Expenses relating to cause the shares of Common Stock covered by such Registration Statement to be eligible for public offering preparation and sale by the effective date filing of such Registration Statement; provided, however, that if a Withdrawn Request or Withdrawn Registration Statement under is made (A) because of a material adverse change in the securities business, financial condition or blue sky laws prospects of Parent, or (B) because of a postponement of such states as may be appropriate; provided that in no event registration pursuant to Section 2.4, or (C) because Parent shall RNET be obligated fail to qualify to do business in any state where it is not so qualified at file the Registration Statement within the time period specified by this Agreement other than as a result of filing a postponement pursuant to Section 2.4, then such documents or to take any action which would subject it to unlimited service of process or to general taxation in any state where it is withdrawal shall not so subject at such time. RNET shall use its best efforts to keep such blue sky and state filings current for the length of time it must keep the be treated as a Registration Statement, the Prospectus, or any amendment thereto effective effected pursuant to this Section 2. (c) In connection with any filing pursuant to this Section 2, RNET shall bear all of the expenses and professional fees (other than fees of separate counsel of Shareholder and Transferees, underwriting discounts, commissions2.1, and transfer taxes) which arise Parent shall pay all Registration Expenses in connection with such filings, including without limitation fees under the blue sky laws, the Securities Act, and the Exchange Act, and all expenses incurred in making such filings and keeping the filings effective and current, as required by this Agreement or by applicable law, and shall also provide to Shareholder and Transferees (if they are engaged in the distribution) a reasonable number of printed copies of the Prospectus in preliminary and final form. RNET consents to the use of the Prospectus in connection with the sale of the Shares pursuant to the Securities Act and the rules and regulations promulgated thereundertherewith. (d) Shareholder and each Transferee participating in a registration hereunder shall furnish to RNET in writing promptly upon the request of RNET all additional information regarding Shareholder or such Transferee, as the case may be, the Shares proposed to be included in the registration, and such other information as shall be required in the opinion of RNET in connection with the proposed registration by the applicable federal securities laws and the securities laws of states in which the Shares are contemplated to be distributed. All information furnished by Shareholder or any Transferee shall be signed by Shareholder or such Transferee, as the case may be, and shall be stated to be specifically for use in connection with the registration. (e) Notwithstanding anything to the contrary, RNET may, at any time upon notice to Shareholder and each Transferee participating in a registration, terminate the effectiveness of any Registration Statement or, upon notice to Shareholder or any such Transferee, withdraw from the Registration Statement the Shares of Shareholder or such Transferee if, in the opinion of counsel for RNET, there shall have arisen any legal impediment to the offer of the Shares made by the Prospectus or if any legal action or administrative proceeding shall have been instituted or threatened or any other claim shall have been made relating to the offer made by the Prospectus or against any of the parties involved in such offer; provided that RNET shall use its best efforts to resolve such matter as promptly as practicable, and, promptly after such matters shall be resolved to the satisfaction of counsel for RNET, shall cause the registration pursuant to this Agreement of Shares formerly covered by the Registration Statement that were removed from registration by such action of RNET. (f) Neither Shareholder nor any Transferee shall have any right to take any action to restrain, enjoin, or otherwise delay any registration as a result of any controversy that may arise with respect to the interpretation or implementation of this Agreement.

Right to Registration. (a) On or after the date hereofa. The Optionee, Shareholder shall have the right, exercisable upon written notice request at any time from the Grant Date through the Expiration Date, may make one demand requesting that the Company use its reasonable best efforts to RNET, to have effect the Shares included in any Registration Statement, containing therein a Prospectus, filed from time to time by RNET (other than a registration statement with respect to the resale of Financing Shares (as such term is defined in the Company's Prospectus dated September 29, 1997)), on such form as may then be required or available for use by RNET under the Securities Act to permit the public offering of shares all or part of the Common StockOptioned Shares then held by the Optionee. Such request shall specify the number of Shares proposed to be subject to such Registration Statement. RNET shall use its best efforts, including the filing of any amendments or supplements thereto, to have any such Registration Statement declared effective under the Securities Act as soon as practicable after the filing date thereof. RNET shall also use its best efforts to keep any such Registration Statement and the accompanying Prospectus effective and current under the Securities Act at its expense for period of 90 days after its effective date. Notwithstanding the foregoing, the obligation of RNET under this Section 2(a) is subject to (i) the right of RNET or the managing underwriter, if any, to limit the number of Shares to be included in any registration hereunder if RNET or such underwriter determines in good faith that the offering of the requested number of Shares will adversely affect the market for the Common Stock and (ii) the provisions of Section 3. During the term of this Agreement, RNET shall not grant registration rights to any person that would allow such person to have "piggy-back" registration rights unless such rights specifically provide for Shareholder's shares of Common Stock to be included, at Shareholder's election, in the same registration statement as such person's shares and for any limitations to be imposed against such person's shares prior to limitations being imposed on Shareholders' shares. (b) In connection with any Registration Statement or similar document filed pursuant to this Section 2, RNET 10 shall take all reasonable steps to cause the shares of Common Stock covered by such Registration Statement to be eligible for public offering and sale effected by the effective date filing of a registration statement on the appropriate registration form, as determined by the Company. b. In connection with its obligations hereunder, the Company shall file such Registration Statement under prospectuses, exhibits, undertakings, and other certificates and instruments with the securities or blue sky laws of such states Securities and Exchange Commission (the "SEC") as may be appropriate; provided that in no event shall RNET be obligated to qualify to do business in any state where it is not so qualified at the time of filing such documents requested or to take any action which would subject it to unlimited service of process or to general taxation in any state where it is not so subject at such time. RNET shall use its best efforts to keep such blue sky and state filings current for the length of time it must keep the Registration Statement, the Prospectus, or any amendment thereto effective pursuant to this Section 2. (c) In connection with any filing pursuant to this Section 2, RNET shall bear all of the expenses and professional fees (other than fees of separate counsel of Shareholder and Transferees, underwriting discounts, commissions, and transfer taxes) which arise in connection with such filings, including without limitation fees under the blue sky laws, the Securities Act, and the Exchange Act, and all expenses incurred in making such filings and keeping the filings effective and current, as required by this Agreement the SEC or by applicable lawits staff, and shall also provide file such pre- effective amendments to Shareholder and Transferees (if they are engaged its registration statement as may be required to obtain the declaration of effectiveness. The Company shall have the right to postpone for up to six months any registration hereunder if, in the distribution) a reasonable number of printed copies good faith opinion of the Prospectus Company, such registration would interfere with any material transaction then being pursued by the Company or otherwise would adversely affect the Company in preliminary and final formany material way. RNET consents Anything herein to the use of the Prospectus in connection with the sale of the Shares pursuant to the Securities Act and the rules and regulations promulgated thereunder. (d) Shareholder and each Transferee participating in a registration hereunder shall furnish to RNET in writing promptly upon the request of RNET all additional information regarding Shareholder or such Transferee, as the case may becontrary notwithstanding, the Shares proposed to be included in the registration, and such other information as Company shall not be required in the opinion of RNET in connection with the proposed to file any registration by the applicable federal securities laws and the securities laws of states in which the Shares are contemplated to be distributed. All information furnished by Shareholder or any Transferee shall be signed by Shareholder or such Transferee, as the case may be, and shall be stated to be specifically for use in connection with the registration. (e) Notwithstanding anything to the contrary, RNET may, at any time upon notice to Shareholder and each Transferee participating in a registration, terminate the effectiveness of any Registration Statement or, upon notice to Shareholder or any such Transferee, withdraw from the Registration Statement the Shares of Shareholder or such Transferee statement hereunder if, in the opinion of counsel for RNETthe Company's counsel, there the Optioned Shares proposed to be registered may be sold freely without such registration. c. All costs and expenses of every kind relating to or arising from the preparation and filing of a registration statement, amendments, supplements, prospectuses, exhibits, undertakings and other documents shall have arisen any legal impediment to the offer of the Shares made be paid by the Prospectus or if any legal action or administrative proceeding Company; provided, however, that the Company shall have been instituted or threatened or any other claim shall have been made relating not be required to pay the offer made by the Prospectus or against any of the parties involved in such offer; provided that RNET shall use its best efforts to resolve such matter as promptly as practicable, and, promptly after such matters shall be resolved to the satisfaction fees and expenses of counsel for RNETthe Optionee or any underwriting discounts, shall cause commission or transfer taxes. d. Before the effective date of the registration pursuant statement specified herein, the Company and the Optionee shall enter into an agreement providing for a reciprocal indemnification against any losses, claims, damages or liabilities to this Agreement which the Optionee or the Company may become subject under the Securities Act or otherwise, in the form of Shares formerly covered by the Registration Statement that were removed from registration by such action of RNET. (f) Neither Shareholder nor any Transferee shall have any right to take any action to restrain, enjoin, or otherwise delay any registration as a result of any controversy that may arise reciprocal indemnification provisions with respect to materials provided by them, respectively, for inclusion in the interpretation or implementation type of this Agreementstatement that customarily appears in underwriting agreements used by reputable investment bankers.

Right to Registration. (a) On or after the date hereofa. The Optionee, Shareholder shall have the right, exercisable upon written notice request at any time from the Grant Date through the Expiration Date, may make one demand requesting that the Company use its reasonable best efforts to RNET, to have effect the Shares included in any Registration Statement, containing therein a Prospectus, filed from time to time by RNET (other than a registration statement with respect to the resale of Financing Shares (as such term is defined in the Company's Prospectus dated September 29, 1997)), on such form as may then be required or available for use by RNET under the Securities Act to permit the public offering of shares all or part of the Common StockOptioned Shares then held by the Optionee. Such request shall specify the number of Shares proposed to be subject to such Registration Statement. RNET shall use its best efforts, including the filing of any amendments or supplements thereto, to have any such Registration Statement declared effective under the Securities Act as soon as practicable after the filing date thereof. RNET shall also use its best efforts to keep any such Registration Statement and the accompanying Prospectus effective and current under the Securities Act at its expense for period of 90 days after its effective date. Notwithstanding the foregoing, the obligation of RNET under this Section 2(a) is subject to (i) the right of RNET or the managing underwriter, if any, to limit the number of Shares to be included in any registration hereunder if RNET or such underwriter determines in good faith that the offering of the requested number of Shares will adversely affect the market for the Common Stock and (ii) the provisions of Section 3. During the term of this Agreement, RNET shall not grant registration rights to any person that would allow such person to have "piggy-back" registration rights unless such rights specifically provide for Shareholder's shares of Common Stock to be included, at Shareholder's election, in the same registration statement as such person's shares and for any limitations to be imposed against such person's shares prior to limitations being imposed on Shareholders' shares. (b) In connection with any Registration Statement or similar document filed pursuant to this Section 2, RNET 10 shall take all reasonable steps to cause the shares of Common Stock covered by such Registration Statement to be eligible for public offering and sale effected by the effective date filing of a registration statement on the appropriate registration form, as determined by the Company. b. In connection with its obligations hereunder, the Company shall file such Registration Statement under prospectuses, exhibits, undertakings, and other certificates and instruments with the securities or blue sky laws of such states Securities and Exchange Commission (the "SEC") as may be appropriate; provided that in no event shall RNET be obligated to qualify to do business in any state where it is not so qualified at the time of filing such documents requested or to take any action which would subject it to unlimited service of process or to general taxation in any state where it is not so subject at such time. RNET shall use its best efforts to keep such blue sky and state filings current for the length of time it must keep the Registration Statement, the Prospectus, or any amendment thereto effective pursuant to this Section 2. (c) In connection with any filing pursuant to this Section 2, RNET shall bear all of the expenses and professional fees (other than fees of separate counsel of Shareholder and Transferees, underwriting discounts, commissions, and transfer taxes) which arise in connection with such filings, including without limitation fees under the blue sky laws, the Securities Act, and the Exchange Act, and all expenses incurred in making such filings and keeping the filings effective and current, as required by this Agreement the SEC or by applicable lawits staff, and shall also provide file such pre-effective amendments to Shareholder and Transferees (if they are engaged its registration statement as may be required to obtain the declaration of effectiveness. The Company shall have the right to postpone for up to six months any registration hereunder if, in the distribution) a reasonable number of printed copies good faith opinion of the Prospectus Company, such registration would interfere with any material transaction then being pursued by the Company or otherwise would adversely affect the Company in preliminary and final formany material way. RNET consents Anything herein to the use of the Prospectus in connection with the sale of the Shares pursuant to the Securities Act and the rules and regulations promulgated thereunder. (d) Shareholder and each Transferee participating in a registration hereunder shall furnish to RNET in writing promptly upon the request of RNET all additional information regarding Shareholder or such Transferee, as the case may becontrary notwithstanding, the Shares proposed to be included in the registration, and such other information as Company shall not be required in the opinion of RNET in connection with the proposed to file any registration by the applicable federal securities laws and the securities laws of states in which the Shares are contemplated to be distributed. All information furnished by Shareholder or any Transferee shall be signed by Shareholder or such Transferee, as the case may be, and shall be stated to be specifically for use in connection with the registration. (e) Notwithstanding anything to the contrary, RNET may, at any time upon notice to Shareholder and each Transferee participating in a registration, terminate the effectiveness of any Registration Statement or, upon notice to Shareholder or any such Transferee, withdraw from the Registration Statement the Shares of Shareholder or such Transferee statement hereunder if, in the opinion of counsel for RNETthe Company's counsel, there the Optioned Shares proposed to be registered may be sold freely without such registration. c. All costs and expenses of every kind relating to or arising from the preparation and filling of a registration statement, amendments, supplements, prospectuses, exhibits, undertakings and other documents shall have arisen any legal impediment to the offer of the Shares made be paid by the Prospectus or if any legal action or administrative proceeding Company; provided, however, that the Company shall have been instituted or threatened or any other claim shall have been made relating not be required to pay the offer made by the Prospectus or against any of the parties involved in such offer; provided that RNET shall use its best efforts to resolve such matter as promptly as practicable, and, promptly after such matters shall be resolved to the satisfaction fees and expenses of counsel for RNETthe Optionee or any underwriting discounts, shall cause commission or transfer taxes. d. Before the effective date of the registration pursuant statement specified herein, the Company and the Optionee shall enter into an agreement providing for a reciprocal indemnification against any losses, claims, damages or liabilities to this Agreement which the Optionee or the Company may become subject under the Securities Act or otherwise, in the form of Shares formerly covered by the Registration Statement that were removed from registration by such action of RNET. (f) Neither Shareholder nor any Transferee shall have any right to take any action to restrain, enjoin, or otherwise delay any registration as a result of any controversy that may arise reciprocal indemnification provisions with respect to materials provided by them, respectively, for inclusion in the interpretation or implementation type of this Agreementstatement that customarily appears in underwriting agreements used by reputable investment bankers.