Common use of Short-Form Registrations Clause in Contracts

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph 1(b), the holders of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form. The Company shall use its best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If the Company, pursuant to the request of the holders of at least 20% of the Investor Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"), the Company shall use its best efforts to cause the Required Registration to be declared effective under the Securities Act as soon as practical after filing, and once effective, the Company shall cause such Required Registration to remain effective for a period ending on the earlier of (i) the date on which all Registrable Securities have been sold pursuant to the Required Registration or (ii) the date as of which the holders of Investor Registrable Securities (assuming such holders are affiliates of the Company) are able to sell all of the Investor Registrable Securities then held by them within a ninety-day period in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible to use Form S-2 under the Securities Act. Each party hereto hereby acknowledges that the Company is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offering.

Short-Form Registrations. (i) In addition to the Investor Long-Form Registrations provided pursuant to paragraph 1(b)Registrations, from and after the date that is 180 days following the consummation of an IPO, the holders of Investor Registrable Securities Initiating Holders shall be entitled to request an request, by written notice to the Company, unlimited number of Investor Short-Form Registrations Registrations, if then available for use by the Company, subject to the other limitations set forth in which this Section 9. After the Company shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever has become subject to the reporting requirements of the Securities Exchange Act, the Company is permitted to use any applicable short form. The Company shall will use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Total Registrable Securities. If the Company, pursuant to the request of the holders of at least 20% of the Investor Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"), the The Company shall use its best efforts keep such Investor Short-Form Registration effective until the first to cause the Required Registration to be declared effective under the Securities Act as soon as practical after filing, and once effective, the Company shall cause such Required Registration to remain effective for a period ending on the earlier occur of (i) the date on which all the Registrable Securities registered on such Investor Short-Form Registration have been sold pursuant to the Required Registration or and (ii) one-hundred eighty (180) days from the date as the Investor Short-Form Registration was initially declared effective by the SEC. (ii) In addition to Class B Long-Form Registrations, from and after the date that is 180 days following the consummation of which the holders an IPO, any holder of Investor Xxxxxxxx Registrable Securities (assuming such holders are affiliates of shall be entitled to request, by giving written notice to the Company) are able , unlimited Short-Form Registrations (a “Class B Short-Form Registration”), if then available for use by the Company, subject to sell all of the Investor Registrable Securities then held by them within a ninety-day period other limitations set forth in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD")this Section 9. The Company representsshall keep such Class B Short-Form Registration effective until the first to occur of (i) the date on which the Registrable Securities registered on such Class B Short-Form Registration have been sold and (ii) one-hundred eighty (180) days from the date the Class B Short-Form Registration was initially declared effective by the SEC. (iii) In addition to Stockholder Long-Form Registrations, warrants from and covenants after date that it currently isis 180 days following the consummation of an IPO, the Majority Other Stockholders shall be entitled to request, by written notice to the Company, unlimited Stockholder Short-Form Registrations, if then available for use by the Company, subject to the other limitations set forth in this Section 9. The Company shall keep such Stockholder Short-Form Registration effective until the first to occur of (i) the date on which the Registrable Securities registered on such Stockholder Short-Form Registration have been sold and shall remain at all times during (ii) one-hundred eighty (180) days from the Effective Period, eligible to use date the Stockholder Short-Form S-2 under Registration was initially declared effective by the Securities Act. Each party hereto hereby acknowledges that the Company is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offeringSEC.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph Section 1(b), the holders of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses; provided that the aggregate offering value of the Investor Registrable Securities requested to be registered in any Short-Form Registration must equal at least $5,000,000. Demand Registrations shall be Short-Short- Form Registrations whenever the Company is permitted to use any applicable short formform and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The After the Company has become subject to the reporting requirements of the Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Investor Registrable Securities. If the CompanyCompany is qualified to and, pursuant to the request of the holders of at least 20% a majority of the Investor Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"“Shelf Registration”), then the Company shall use its reasonable best efforts to cause the Required Shelf Registration to be declared effective under the Securities Act as soon as practical practicable after filing, and once effective, the Company shall cause such Required Shelf Registration to remain effective for a period ending on the earlier of (i) the date on which all Investor Registrable Securities included in such registration have been sold pursuant to the Required Shelf Registration or (ii) the date as of which the holders of Investor Registrable Securities (assuming such holders are affiliates of the Company) are able to sell all of the Investor Registrable Securities then held by them included in such registration are able to be sold within a ninety90-day period in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible to use Form S-2 under the Securities Act. Each party hereto hereby acknowledges that Notwithstanding the Company foregoing, the holders of Investor Registrable Securities may have their shares of Investor Registrable Securities fully excluded from the Piggyback Registration upon the managing underwriters’ advice if the Piggyback Registration is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offeringthe Company’s IPO.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph 1(bSection 2.1(b), the holders of Investor a majority of the Providence Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form. The Company shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Providence Registrable Securities. If the Company, pursuant to the a request of the holders of at least 20% a majority of the Investor Providence Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"“Required Registration”), then the Company shall use its reasonable best efforts to cause the Required Registration to be declared effective under the Securities Act as soon as practical practicable after filing, and and, once effective, the Company shall cause such Required Registration to remain effective for a period ending on the earlier of (i) the date on which all Providence Registrable Securities have been sold pursuant to the Required Registration Registration. The Company shall not be obligated to effect any such registration, qualification or compliance, pursuant to this Section 2.1(c): (ii1) if Form S-3 is not then available for such offering by the date as of which holders; (2) if the holders, together with the holders of Investor any other securities of the Company entitled to inclusion in such registration, propose to sell Providence Registrable Securities and such other securities (assuming if any) at an aggregate price to the public (net of any underwriters’ discounts or commissions) of less than $250,000; or (3) if the Company has, within the twelve (12) month period preceding the date of such request, already effected two registrations on Form S-3 for the holders are affiliates of the Company) are able to sell all of the Investor Providence Registrable Securities then held by them within a ninety-day period in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible pursuant to use Form S-2 under the Securities Act. Each party hereto hereby acknowledges that the Company is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offeringthis Section 2.1.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph Section 1(b), the holders of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses; provided that the aggregate offering value of the Registrable Securities requested to be registered in any Short-Form Registration must equal at least $20 million, based on the anticipated per share price range (as specified in the request for such registration) for such offering. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short formform and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The Company shall use its best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If the Company, pursuant to the request of the holders of at least 20% a majority of the Investor Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"“Required Registration”), then the Company shall use its best efforts to cause the Required Registration to be declared effective under the Securities Act as soon as practical practicable after filing, and and, once effective, the Company shall cause such Required Registration to remain effective for a period ending on the earlier of (i) the date on which all Included Registrable Securities have been sold pursuant to the Required Registration Registration, or (ii) the date as of which the holders of Investor the Included Registrable Securities (assuming such holders are affiliates of the Company) are able to sell all of the Investor Registrable Securities then held by them within a ninety90-day period in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible to use Form S-2 under the Securities Act. Each party hereto hereby acknowledges that the Company is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offering.

Short-Form Registrations. In addition to the Long-Long Form Registrations provided pursuant to paragraph Section 1(b), the holders of Investor Registrable Securities Initiating Holders shall be entitled to request an unlimited number of Short-Short Form Registrations in which Registrations. After the Company has become subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company shall pay use all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form. The Company shall use its best commercially reasonable efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If Notwithstanding the foregoing, if Short-Form Registrations are not available to the Company due to the Company’s actions or omissions, pursuant to the then upon request of the holders Initiating Holders the Company will use all commercially reasonable efforts to effect a Demand Registration under this Section 1(c) by means of at least 20% a Long-Form Registration and such Long-Form Registration shall not count as one of the Investor Registrable Securities, is qualified permitted Long-Form Registrations pursuant to and Section 1(b). The Company shall pay all Registration Expenses in connection with any registration initiated as a Short-Form Registration whether or not it has filed with the Securities and Exchange Commission become effective. The Company shall file a registration statement under in connection with any Short-Form Registration with the Securities Act on Form S-3 pursuant SEC as soon as practicable and in any event within twenty (20) days following its receipt of the Initiating Holder’s notice requesting such Demand Registration. The Company agrees to Rule 415 under the Securities Act (the "REQUIRED REGISTRATION"), the Company shall use its best all commercially reasonable efforts to cause the Required Registration such registration statement to be declared effective under by the Securities Act SEC as soon as practical possible after filing, its filing with the SEC; and once effective, (iii) keep such registration statement continuously effective with the Company shall cause such Required Registration to remain effective SEC for a period ending on the earlier of lesser of: (iA) the date on which number of days requested by the Initiating Holders, not to exceed the maximum time period permitted by applicable law; or (B) until all Registrable Securities covered by such registration statement have been sold pursuant to the Required Registration or (ii) the date as of which the holders of Investor Registrable Securities (assuming such holders are affiliates of the Company) are able to sell all of the Investor Registrable Securities then held by them within a ninety-day period in compliance with Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible to use Form S-2 under the Securities Act. Each party hereto hereby acknowledges that the Company is currently not eligible to effect a Required Registration for a primary offering, but is eligible to effect a Required Registration for a secondary offeringsold.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph Section 1(b), the holders each holder of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses, provided that the aggregate gross proceeds to be received by the requesting holder, holders of Registrable Securities, or other securities exercising their "piggyback" rights granted by the Company either herein or elsewhere in any such requested Short-Form Registration must exceed $5,000,000. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form. The Company shall use its best efforts to make Short-Form Registrations on Form S-3 available for the sale of the Registrable Securities. If the Company, pursuant to the request of the holders any holder of at least 20% of the Investor Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form S-3 pursuant to Rule 415 under the Securities Act (the "REQUIRED REGISTRATIONRequired Registration"), then the Company shall use its best efforts to cause the Required Registration to be declared effective under the Securities Act as soon as practical practicable after filing, and and, once effective, the Company shall cause such Required Registration to remain effective for a period ending on the earlier of (i) the date on which all Registrable Securities have been sold pursuant to the Required Registration Registration, or (ii) if the Registrable Securities are held by an affiliate of the Company, the date as of which the holders of Investor all Registrable Securities (assuming such holders are affiliates of the Company) are able to sell all of the Investor Registrable Securities then held by them could be sold within a ninety-day period in compliance with under Rule 144 under the Securities Act (the "EFFECTIVE PERIOD"). The Company represents, warrants and covenants that it currently is, and shall remain at all times during the Effective Period, eligible to use Form S-2 under of the Securities Act. Each party hereto hereby acknowledges that , or (B) if the Company is currently not eligible to effect Registrable Securities are held by a Required Registration for a primary offeringnon-affiliate of the Company, but is eligible to effect a Required Registration for a secondary offeringthe date as of which all restrictive legends on the share certificates representing the Registrable Securities could be removed under Rule 144(k) of the Securities Act.