Common use of Form F-3 Demand Clause in Contracts

Form F-3 Demand. If at any time when it is eligible to use a Form F-3 registration statement, the Company receives a request from the Majority Investors or the Majority in Interest that the Company file a Form F-3 registration statement with respect to Registrable Securities of such Holders having an anticipated aggregate public offering price (net of underwriting discounts and commissions) of at least $3,000,000, then the Company shall (i) within twenty (20) days after the date such request is given, give a Demand Notice to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event within forty-five (45) days after the date such request is given by the Initiating Holders, file a Form F-3 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within fourteen (14) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c),2.1(d) and 2.3. Notwithstanding the foregoing to the contrary, following the date on which the Company has received at least two requests under this Section from the Majority in Interest, then the majority of each class of Preferred Shares shall have a right to demand F-3 registration pursuant to this Section 2.3(b).

Form F-3 Demand. If at any time when it is eligible to use a Form F-3 registration statement, the Company receives a request from the Majority Investors or the Majority in Interest that the Company file a Form F-3 registration statement with respect to Registrable Securities of such Holders having an anticipated aggregate public offering price (net of underwriting discounts and commissions) of at least USD $3,000,000, then the Company shall (i) within twenty (20) days after the date such request is given, give a Demand Notice to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event within forty-five (45) days after the date such request is given by the Initiating Holders, file a Form F-3 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within fourteen (14) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c),2.1(d2.1(c), 2.1(d) and 2.3. Notwithstanding the foregoing to the contrary, following the date on which the Company has received at least two requests under this Section from the Majority in Interest, then the majority of each class of Preferred Shares shall have a right to demand F-3 registration pursuant to this Section 2.3(b).

Form F-3 Demand. If at any time when it is eligible As soon as practical after the IPO, the Company shall use commercially reasonable efforts in order to use a qualify for registration on Form F-3 registration statementor any comparable or successor form or forms and to maintain such qualification after the Company has qualified for the use of Form F-3. After the Company has qualified for the use of Form F-3 and until ten (10) years following an IPO, if the Company receives a request from Holders of at least ten percent (10%) of the Majority Investors or the Majority in Interest Registrable Securities then outstanding that the Company file a Form F-3 registration statement with respect to outstanding Registrable Securities of such Holders having an anticipated aggregate public offering price (price, net of underwriting discounts and commissions) Selling Expenses, of at least Five Million United States Dollars ($3,000,0005,000,000), then the Company shall (i) within twenty ten (2010) calendar days after the date such request is given, give a Demand Notice to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event within forty-five (45) calendar days after the date such request is given by the Initiating Holders, file a Form F-3 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within fourteen twenty (1420) calendar days of the date the Demand Notice is given, and in each case, subject to the availability of a Form F-3 for such offering by the Holders and the limitations of Subsections 2.1(c),2.1(d‎2.2‎(c) and 2.3. Notwithstanding the foregoing to the contrary, following the date on which the Company has received at least two requests under this Section from the Majority in Interest, then the majority of each class of Preferred Shares shall have a right to demand F-3 registration pursuant to this Section 2.3(b)‎2.4.

Form F-3 Demand. If at any time when it is eligible to use a Form F-3 registration statementRegistration Statement, the Company receives a request from the Majority Investors or the Majority in Interest MTN and/or Rocket that the Company file a Form F-3 registration statement Registration Statement with respect to outstanding Registrable Securities of such Holders having an anticipated aggregate public offering price (proceeds, net of underwriting discounts and commissions) Selling Expenses, of at least $3,000,00020 million, then the Company shall (i) within twenty five (205) days Business Days after the date such request is given, give a Demand Notice to all Holders other than the Initiating HoldersHolder(s); and (ii) as soon as practicable, and in any event within forty-five thirty (4530) days after the date such request is given by the Initiating Holdersgiven, file a Form F-3 registration statement Registration Statement under the Securities Act covering all Registrable Securities that the Initiating Holders Holder(s) requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within fourteen five (145) days Business Days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c),2.1(dSubsection 2.1(c), Subsection 2.1(d) and Subsection 2.3. Notwithstanding There will be no limit on the foregoing to the contraryaggregate number of such Form F-3 registrations, following the date on which the Company has received at least two requests under this Section from the Majority in Interest, then the majority of each class of Preferred Shares shall have a right to demand F-3 registration pursuant to this Section 2.3(b)provided that there is no more than one per year.

Form F-3 Demand. If at any time when it is eligible to use a Form F-3 registration statement (or, if the Company is not then eligible to use Form F-3 but is eligible to use Form S-3, a Form S-3 registration statement), the Company receives a request from Holders of at least 20% of the Majority Investors or the Majority in Interest Registrable Securities then outstanding that the Company file a Form F-3 registration statement with respect to outstanding Registrable Securities of such Holders having an anticipated aggregate public offering price (price, net of underwriting discounts and commissions) Selling Expenses, of at least $3,000,000US$10,000,000, then the Company shall (i) within twenty (20) ten days after the date such request is given, give a Demand Notice to all Holders other than the Initiating Holders; Holders and (ii) as soon as practicable, and in any event within forty-five (45) 45 days after the date such request is given by the Initiating Holders, file a Form F-3 registration statement (or, if the Company is not then eligible to use Form F-3 but is eligible to use Form S-3, a Form S-3 registration statement) under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within fourteen (14) 20 days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c),2.1(dSubsection 2.1(c) and Subsection 2.3. Notwithstanding the foregoing to the contrary, following the date on which the Company has received at least two requests under this Section from the Majority in Interest, then the majority of each class of Preferred Shares shall have a right to demand F-3 registration pursuant to this Section 2.3(b).