Common use of Stockholder Incidental Registration Clause in Contracts

Stockholder Incidental Registration. (a) At any time after the completion of the Initial Sale, subject to any Lock-up Agreements, if the Issuer proposes to file a Registration Statement with respect to an offering of securities (other than debt securities, or non-participating preferred equity securities, which are not exchangeable for or convertible into or otherwise linked to the common equity of the Issuer) by the Issuer for its own account or for the account of any stockholder of the Issuer other than the Stockholder (other than (i) a registration statement on Form S-4 or S-8 or (ii) a registration statement relating to the issuance of securities as consideration in any acquisition by the Issuer), then the Issuer shall give written notice (a “Filing Notice”) of such proposed filing to the Stockholder at least five Business Days before the anticipated filing date, which notice shall describe the proposed registration and distribution and offer the Stockholder the opportunity to register the number of Registrable Securities as the Stockholder requests (an “Incidental Registration”). (b) If the Stockholder has made a written request to the Issuer to participate in the Incidental Registration within five Business Days after receipt of the Filing Notice, the Issuer shall permit the Stockholder to include up to all of its Registrable Securities (subject to the limitations set forth in Section 6.9) in such offering on the same terms and conditions as the securities of the Issuer or for the account of such other stockholder, as the case may be, included therein. In connection with any Incidental Registration under this Section 5.2 involving an underwritten offering, the Issuer shall not be required to include any Registrable Securities in such underwritten offering unless the Stockholder accepts the terms of the underwritten offering as agreed upon by the Issuer and such other stockholders, if any.

Stockholder Incidental Registration. (a) At any time after the completion of the Initial Sale, subject to any Lock-up AgreementsClosing, if the Issuer proposes to file a Registration Statement with respect to an offering of securities (other than debt securities, or non-participating preferred equity securities, which are not exchangeable for or convertible into or otherwise linked to the common equity of the IssuerCommon Equity) by the Issuer for its own account or for the account of any stockholder of the Issuer other than the Stockholder Stockholders (other than (i) a registration statement Registration Statement on Form S-4 or S-8 or (ii) a registration statement Registration Statement relating to the issuance of securities as consideration in any acquisition by the Issuer), then the Issuer shall give written notice (a “"Filing Notice”") of such proposed filing to the each Stockholder at least five 10 Business Days before the anticipated filing date, which notice shall describe the proposed registration and distribution and offer the such Stockholder the opportunity to register the number of Registrable Securities as the Stockholder requests (an “"Incidental Registration”"). (b) If The Issuer shall permit the Stockholder has Stockholders who have made a written request requests to the Issuer to participate in the Incidental Registration within five 5 Business Days after receipt of the Filing Notice, the Issuer shall permit the Stockholder Notice to include up to all of its their Registrable Securities (subject to the limitations set forth in Section 6.96.10) in such offering on the same terms and conditions as the securities of the Issuer or for the account of such other stockholder, as the case may be, included therein. In connection with any Incidental Registration under this Section 5.2 involving an underwritten offering, the Issuer shall not be required to include any Registrable Securities in such underwritten offering unless the Stockholder accepts participating Stockholders accept the terms of the underwritten offering as agreed upon by the Issuer and such other stockholders, if any.