Common use of Right to Request Registration Clause in Contracts

Right to Request Registration. Subject to the provisions hereof, beginning six months after the date hereof and continuing until the Termination Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holders requesting such Demand Registration of at least $25,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holders requesting such Demand Registration is less than $25,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holders requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(e) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning six months after on the date hereof and continuing until the Termination applicable Commencement Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holders Holder(s) requesting such Demand Registration of at least $25,000,000 30,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holders Holder(s) requesting such Demand Registration is less than $25,000,000 30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holders Holder(s) requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(e2(d) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning six months after on the date hereof and continuing until the Termination applicable Commencement Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market pricesthe closing sale price of the Common Stock as reported on NASDAQ on the date of the Company’s receipt of such request) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holders Holder(s) requesting such Demand Registration of at least $25,000,000 30,000,000 unless the aggregate value (based on then current market pricessuch closing sale price) of the Registrable Common Stock held by the Holders Holder(s) requesting such Demand Registration is less than $25,000,000 30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holders Holder(s) requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(e2(d) belowhereof, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. The following demand registration rights will apply only if the Company fails to provide the resale registration rights set forth in Section 4, as follows: Subject to the provisions hereof, beginning six months after the date hereof and continuing until the Termination Date, one or more Holders if the Company has not filed, caused to be declared effective, and maintained the effectiveness of a Shelf Registration Statement, then the Investor may at any time request in writing registration for resale under the Securities Act of all or part of the its Registrable Common Stock separate from an S-3 Registration Shares (a “Demand Registration”); provided, however, that (based on then the then-current market prices) the Company shall have no obligations under this Section 2(a) unless the number of shares of Registrable Common Stock Shares included in the Demand Registration would would, if fully sold, reasonably be expected to yield gross proceeds to the Holders requesting such Demand Registration of at least $25,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holders requesting such Demand Registration is less than $25,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holders requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration)Minimum Amount. Subject to Section 2(e2(d) and Section 5 below, the Company shall use its reasonable best efforts (i) to file a Registration Statement registering for resale such number of Registrable Shares as requested to be so registered pursuant to this Section 2(a) (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 twenty (20) days of a Holderafter the Investor’s request therefor if such registration is to be effected using a Form S-3 and within forty (40) days after the Investor’s request therefor in all other cases and (ii) to use reasonable best efforts to cause such Demand Registration Statement to be declared effective by the SEC as soon thereafter as practicable thereafteris practicable.

Right to Request Registration. Subject to the provisions hereof, beginning six months after the date hereof and continuing until the Termination Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a ““ Demand RegistrationRegistration ”); providedprovided , that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holders requesting such Demand Registration of at least $25,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holders requesting such Demand Registration is less than $25,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holders requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(e) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a ““ Demand Registration StatementStatement ”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.