Common use of Grant of Right Clause in Contracts

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any of its Common Shares securities under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares securities that the Company proposes to sell and (ii) second, the number of Common Sharessecurities, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares securities then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time on or after the Company proposes to register any of its Common Shares under the Act (other than (i) a Initial Exercise Date, there is no effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicablestatement registering, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form the prospectus contained therein is not available for registering the issuance of the Warrant Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account Holder or for if the account of one or more stockholders resale of the Company Warrant Shares cannot be made pursuant to an exemption from registration under the Securities Act (including under Rule 144 in connection with a cashless exercise and without any volume or other limitations), the Company, upon written demand (a “Piggyback RegistrationDemand Notice”) of the Holder(s) of at least 51% of the Warrants and/or the underlying Warrant Shares (“Majority Holders”), the Company shall give prompt written notice (in agrees to register, on one occasion, all or any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder portion of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Warrant Shares underlying this Purchase Warrant the Warrants (collectively, the “Registrable Securities”). On such occasion, the Company will file a registration statement with the Commission covering the Registrable Securities within sixty (60) days after receipt of a Demand Notice and use its reasonable best efforts to have the registration statement declared effective promptly thereafter, subject to compliance with review by the Commission; provided, however, that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) Company shall not be required to be included within such registration. If comply with a Piggyback Registration is an underwritten offering and the managing underwriter advises Demand Notice if the Company that it has determined in good faith that marketing factors require filed a limit on registration statement with respect to which the number of Common Shares Holder is entitled to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant piggyback registration rights pursuant to Section 5.2 hereof and either: (if i) the Holder has elected to include such Shares participate in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in offering covered by such registration (i) first, the number of Common Shares that the Company proposes to sell and statement or (ii) second, the number if such registration statement relates to an underwritten primary offering of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf securities of the Company, until the Company shall select the investment banking firm offering covered by such registration statement has been withdrawn or firms to act as the managing underwriter or underwriters in connection with until sixty (60) days after such offeringoffering is consummated. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate The demand for registration may be made at any time beginning on the earlier of (i) Initial Exercise Date and expiring on the fifth anniversary of the Effective Date Date. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders of the Warrants and/or the Registrable Securities within ten (ii10) days after the date that Rule 144 would allow of the Holder to sell its Registrable Securities during receipt of any ninety (90) day periodsuch Demand Notice.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever In addition to the demand right of registration, the Holders of the Purchase Options shall have the right for a period of seven years commencing on the Effective Date, to include the Registrable Securities as part of any other registration of securities filed by the Company proposes to register any of its Common Shares (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8); provided, however, that if, in the written opinion of the Company's managing underwriter or underwriters, if any, for such offering, the inclusion of the Registrable Securities, when added to the securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of the Company's securities (other than the "Maximum Number of Shares") which can be marketed (i) at a registration effected solely price reasonably related to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicabletheir then current market value, or and (ii) a without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration statement on Form S-4is undertaken for the Company's account: (A) first, S-8 the shares of Common Stock or any successor form thereto or another form not available for registering other securities that the Shares issuable upon exercise Company desires to sell that can be sold without exceeding the Maximum Number of this Purchase Warrant for sale Shares; (B) second, to the public, whether for its own account or for extent that the account Maximum Number of one or more stockholders of Shares has not been reached under the Company foregoing clause (a “Piggyback Registration”A), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to shares of Common Stock, if any, including the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of the Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to sell and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than five (5) years from the Effective Date.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Common Stock, if any, including the Registrable Securities”) , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders that are in effect on the Holders have date hereof (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Common Shares Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the shares of Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “shares of Common Stock, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 Unless all of the Act is applicable, or Registrable Securities (iidefined as below) a are included in an effective registration statement on Form S-4with a current prospectus, S-8 or any successor form thereto or another form not available for registering the Shares Company, upon written demand (“Demand Notice”) of the Holder(s) of Warrants to purchase at least 51% of the number of shares of Common Stock initially issuable upon exercise of pursuant to this Purchase Warrant for sale and all other Warrants initially issued pursuant to the public, whether for its own account or for Underwriting Agreement and/or the account of one or more stockholders of the Company underlying securities (a “Piggyback RegistrationMajority Holder(s)”), the Company shall give prompt written notice (in agrees to register on up to two occasions, all or any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder portion of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this the Purchase Warrant Warrants (collectively, the “Registrable Securities”) as requested by the Majority Holder(s) in the Demand Notice (each such registration, a “Demand Registration”). On each such occasion, the Company will file a new registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within sixty (60) days after receipt of the Demand Notice and use its best efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that if the date a Demand Registration must be filed falls on a date on which the Company’s financial statements would be “stale” for purposes of complying with Regulation S-X under the Securities Act, the date by which the Demand Registration must be filed shall be extended to thirty (30) calendar days following the earlier of (x) the date on which the Company is next required to file its financial statements on Form 10-K or Form 10-Q under the Exchange Act, and (y) the date on which the Company actually files its financial statements on Form 10-K or Form 10-Q under the Exchange Act, in each case without regard to any extension pursuant to Rule 12b-25 under the Exchange Act. The demand for registration may be made at any time after the Commencement Date, but no later than five (5) years therefrom. The Company covenants and agrees to give written notice of its receipt of any Demand Notice by any Holder(s) to all other registered Holders have (of the Underwriter’s Warrants and/or the Registrable Securities within ten (10) Business Days days from the date of the respective Holder’s receipt of any such Demand Notice, who shall have five (5) days from the receipt of such notice) requested Notice in writing (including such number) which to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises notify the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares their desire to be have their Registrable Securities included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day periodstatement.

Grant of Right. Whenever Unless all of the Company proposes to register any of its Common Shares under the Act Registrable Securities (other than (ias defined below) are included in an effective registration statement with a registration effected solely to implement an employee benefit plan current prospectus or a transaction to which Rule 145 of qualified offering statement with a current registration statement, the Act is applicableCompany, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company written demand (a “Piggyback RegistrationDemand Notice”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention Holder, agrees to effect such a registration andregister, subject to on one occasion, all or any portion of the remaining provisions of this Section 4.1, shall include in such registration such number of Ordinary Shares underlying this Purchase Warrant that are permitted to be registered under the Act (collectively, the “Registrable Securities”). On such occasion, the Company will file a registration statement with the Commission (a “Demand Registration Statement”) covering the Registrable Securities within sixty (60) days after receipt of a Demand Notice; provided, however, that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) Company shall not be required to be included within such registration. If comply with a Piggyback Registration is an underwritten offering and the managing underwriter advises Demand Notice if the Company that it has determined in good faith that marketing factors require filed a limit on registration statement with respect to which the number of Common Shares Holder is entitled to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant piggyback pursuant to Section 4.2 and either: (if i) the Holder has elected to include such Shares participate in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in offering covered by such registration (i) first, the number of Common Shares that the Company proposes to sell and statement; or (ii) second, the number if such registration statement relates to an underwritten primary offering of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The demand for registration may be made at any time during a period of five years beginning on the date of commencement of sales of the Offering in accordance with FINRA Rule 5110(g)(8)(C). Notwithstanding the foregoing, but still subject to the foregoing FINRA Rule requirements, if the last day of the sixty (60) day period falls on a date on which the Company’s financial statements would be “stale” for purposes of complying with Regulation S-X under the Act, the date by which the Company shall select the investment banking firm or firms file such Demand Registration Statement shall be extended to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on thirty (30) calendar days following the earlier of (i) the fifth anniversary of the Effective Date and (iix) the date that on which the Company is next required to file its financial statements on Form 20-F under the Securities Exchange Act of 1934, and (y) the date on which the Company actually files its financial statements on Form 20-F under the Securities Exchange Act of 1934, in each case without regard to any extension pursuant to Rule 144 would allow 12b-25 under the Holder to sell its Registrable Securities during any ninety (90) day periodExchange Act of 1934.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect 's managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company's securities (the "MAXIMUM NUMBER OF SHARES") which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company's account: (A) first, the shares of Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “shares of Common Stock, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy- back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration; provided that the Company shall not be required to provide such notice or include any of the Registrable Securities in a Piggyback Registration to the extent the Registrable Securities are already registered under a registration statement that is then effective under the Act. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any shares of its the Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of the Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have Holder has (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of the Common Shares Stock to be included in such registration, including all of the Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of the Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of the Common Shares Stock that the Company proposes to sell and (ii) second, the number of shares of the Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of the Common Shares Stock then owned by each such personperson and to which such registration rights apply. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever In addition to the demand right of registration, the Holders of the Purchase Options shall have the right for a period of seven years commencing on the Effective Date, to include the Registrable Securities as part of any other registration of securities filed by the Company proposes to register any of its Common Shares (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8); provided, however, that if, in the written opinion of the Company's managing underwriter or underwriters, if any, for such offering, the inclusion of the Registrable Securities, when added to the securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of the Company's securities (other than the "Maximum Number of Shares") which can be marketed (i) at a registration effected solely price reasonably related to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicabletheir then current market value, or and (ii) a without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration statement on Form S-4is undertaken for the Company's account: (A) first, S-8 the Ordinary Shares or any successor form thereto or another form not available for registering other securities that the Shares issuable upon exercise Company desires to sell that can be sold without exceeding the Maximum Number of this Purchase Warrant for sale Shares; (B) second, to the public, whether for its own account or for extent that the account Maximum Number of one or more stockholders of Shares has not been reached under the Company foregoing clause (a “Piggyback Registration”A), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to Ordinary Shares, if any, including the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common Sharesshares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any shares of its Common Shares Stock under the Securities Act (other than (i) a registration effected solely statement to implement register shares under an employee benefit plan or to effect a transaction to which Rule 145 of the Securities Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have Holder has (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is If, in connection with an underwritten offering and offering, the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated person as a primary underwritten offering on behalf compared to the total number of the Company, the Company shall select the investment banking firm or firms to act as shares the managing underwriter or underwriters shall permit to be included in such registration. In connection with any Piggyback Registration, Holder shall pay any and all underwriting commissions (if the offering is an underwritten offering) and the expenses of any legal counsel selected by Holder to represent it in connection with such offeringthe sale of the Registrable Securities. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the piggyback registration right shall not exceed seven years from the Effective Date, in accordance with FINRA Rule 5110(g)(8)(D)).

Grant of Right. Whenever The Company, upon written demand (“Initial Demand Notice”) of the Company proposes Holder(s) of at least 51% of the Purchase Options and/or the underlying Units and/or the underlying securities (“Majority Holders”), agrees to use its best efforts to register any of its Common Shares (the “Demand Registration”) under the Act (other than (i) a registration effected solely to implement an employee benefit plan on one occasion, all or a transaction to which Rule 145 any portion of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering Purchase Options requested by the Shares issuable upon exercise of this Purchase Warrant for sale to Majority Holders in the public, whether for its own account or for the account of one or more stockholders Initial Demand Notice and all of the Company (a “Piggyback Registration”)securities underlying such Purchase Options, including the Units, Subunits, Ordinary Shares, the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to Warrants and the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Ordinary Shares underlying this Purchase Warrant the Subunits and Warrants (collectively, the “Registrable Securities”) ). On such occasion, the Company will use its best efforts to file a registration statement or a post-effective amendment to the Registration Statement covering the Registrable Securities within sixty days after receipt of the Initial Demand Notice and use its best efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration (as defined below) for such period as may be applicable to deferment of any demand registration to which any such Piggy-Back Registration relates, in each case if the Company shall furnish to the Demanding Holders have (within ten (10) Business Days a certificate signed by the Chief Executive Officer of the respective Holder’s receipt Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such notice) requested in writing (including such number) Registration Statement to be included within effected at such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises time; provided further, however, that the Company that it has determined shall not have the right to exercise the right set forth in good faith that marketing factors require the immediately preceding proviso more than twice in any 365-day period in respect of a limit Demand Registration hereunder.. The demand for registration may be made at any time during a period of five years beginning on the Effective Date. The Initial Demand Notice shall specify the number of Common Shares shares of Registrable Securities proposed to be included sold and the intended method(s) of distribution thereof. The Company will notify all holders of the Purchase Options and/or Registrable Securities of the demand within ten days from the date of the receipt of any such Initial Demand Notice. Each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, including all Shares issuable upon exercise a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of this Purchase Warrant (if the Holder has elected notice from the Company. Upon any such request, the Demanding Holders shall be entitled to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be have their Registrable Securities included in such underwritten offeringthe Demand Registration, the subject to Section 5.1.4. The Company shall include in such registration not be obligated to effect more than one (i1) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Demand Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to under this Section 4.1 shall terminate on the earlier 5.1 in respect of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its all Registrable Securities during any ninety (90) day periodSecurities.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4S-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any of its Common Shares securities under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares securities that the Company proposes to sell and (ii) second, the number of Common Sharessecurities, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares securities then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth seventh anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4▇-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders that are in effect on the Holders have date hereof (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever If at any time during the first seven years following the Effective Date the Company proposes to register any of its Common Shares file a Registration Statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders securityholders of the Company for their accounts (a “Piggyback Registration”or by the Company and by securityholders of the Company including, without limitation, pursuant to Section 5.2.1), other than a registration statement (a) filed in connection with any employee stock option or other benefit plan, (b) for an exchange offer or offering of securities solely to the Company’s existing securityholders, (c) for an offering of debt that is convertible into equity securities of the Company, or (d) for a dividend reinvestment plan, then the Company shall (i) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if ii) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything a Piggy-Back Registration to be included on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-285158) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-239676) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-235693 covering the Registable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever In addition to the demand right of registration, the Holders of the Purchase Options shall have the right for a period of seven years commencing on the Effective Date, to include the Registrable Securities as part of any other registration of securities filed by the Company proposes to register any of its Common Shares (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8); provided, however, that if, in the written opinion of the Company's managing underwriter or underwriters, if any, for such offering, the inclusion of the Registrable Securities, when added to the securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of the Company's securities (other than "Maximum Number of Shares") which can be marketed (i) at a registration effected solely price reasonably related to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicabletheir then current market value, or and (ii) a without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration statement on Form S-4is undertaken for the Company's account: (A) first, S-8 the shares of Common Stock or any successor form thereto or another form not available for registering other securities that the Shares issuable upon exercise Company desires to sell that can be sold without exceeding the Maximum Number of this Purchase Warrant for sale Shares; (B) second, to the public, whether for its own account or for extent that the account Maximum Number of one or more stockholders of Shares has not been reached under the Company foregoing clause (a “Piggyback Registration”A), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to shares of Common Stock, if any, including the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever If at any time on or after the Initial Exercise Date, there is no effective registration statement registering, or the prospectus contained therein is not available for the issuance of the Warrant Securities, including the shares of Common Stock underlying the Warrant Securities, to the Holder or if Rule 144 is not available to the Holder without any volume or other limitations, the Holder shall have the right, for a period of no more than three (3) years from the Initial Exercise Date, which is in accordance with applicable FINRA rules, to include the Warrant Securities, including the shares of Common Stock underlying the Warrant Securities, as part of any other registration of securities filed by the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or in connection with a transaction contemplated by Rule 145(a) promulgated under the Securities Act or pursuant to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the publicequivalent form); provided, whether for its own account or however, that if, solely in connection with any primary underwritten public offering for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the managing underwriter(s) thereof shall, in its reasonable discretion, impose a limitation on the number of Warrant Securities or shares of Common Stock underlying the Warrant Securities which may be included in the Registration Statement because, in such underwriter(s)’ judgment, marketing or other factors dictate such limitation is necessary to facilitate public distribution, then the Company shall select be obligated to include in such Registration Statement only such limited portion of the investment banking firm or firms Warrant Securities and shares of Common Stock underlying such Warrant Securities with respect to act which the Holder requested inclusion hereunder as the managing underwriter shall reasonably permit. Any exclusion of Warrant Securities or underwriters shares of Common Stock underlying such Warrant Securities shall be made pro rata among the Holders seeking to include Warrant Securities and underlying shares of Common Stock in connection with such offering. Notwithstanding anything proportion to the contrarynumber of Warrant Securities sought to be included by such Holders; provided, however, that the Company shall not exclude any Warrant Securities or underlying shares of Common Stock unless the Company has first excluded all outstanding securities, the obligations holders of which are not entitled to inclusion of such securities in such Registration Statement or are not entitled to pro rata inclusion with the Company pursuant to this Section 4.1 shall terminate on the earlier Warrant Securities and underlying shares of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day periodCommon Stock.

Grant of Right. Whenever the Company proposes to register any of its Common Shares securities under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have Holder has (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares securities that the Company proposes to sell and (ii) second, the number of Common Sharessecurities, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares securities then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, but in no circumstances beyond seven (7) years from the commencement of sales of the public offering in which this Purchase Warrant relates to in compliance with FINRA Rule5110.05 and 5110(g)(8)(D).

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect 's managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company's securities (the "MAXIMUM NUMBER OF SHARES") which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company's account: (A) first, the shares of Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “shares of Common Stock, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares Ctock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4▇-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to sell and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[•]) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying shares of Common Stock, whenever the Company proposes to register any of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares shares of Common Stock issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares shares of Common Stock underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares shares of Common Stock issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-263715 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders that are in effect on the Holders have date hereof (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “”Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “”Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-3 (No. 333-269644), as amended from time to time, covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “all Registrable Securities”) Securities that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company in writing that it has determined in good faith that marketing factors require a limit on its opinion the number of Common Shares shares of common stock proposed to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, exceeds the number of shares of common stock which can be sold in such offering and/or that the number of shares of common stock proposed to be included in any such registration would adversely affect the price per share of the common stock to be sold in such offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then shares of common stock request to be included in such Piggyback Registration owned by each such personperson or in such other manner as they may otherwise agree. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever To the extent the Company does not maintain an effective registration statement for the Shares, whenever the Company proposes to register any of its Common Shares securities under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4F-4, S-8 F-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares securities that the Company proposes to sell and (ii) second, the number of Common Sharessecurities, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares securities then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any of its Common Ordinary Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”)), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Ordinary Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Ordinary Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Ordinary Shares that the Company proposes to sell and (ii) second, the number of Common Ordinary Shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Ordinary Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “all Registrable Securities”) Securities that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company in writing that it has determined in good faith that marketing factors require a limit on its opinion the number of Common Shares shares of common stock proposed to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, exceeds the number of shares of common stock which can be sold in such offering and/or that the number of shares of common stock proposed to be included in any such registration would adversely affect the price per share of the common stock to be sold in such offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then shares of common stock request to be included in such Piggyback Registration owned by each such personperson or in such other manner as they may otherwise agree. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) effective date of the date that Rule 144 would allow Registration Statement pursuant to which the Holder to sell its Registrable Securities during any ninety (90) day periodOffering is being made.

Grant of Right. Whenever In addition to the demand right of registration, described in Section 4.1 hereof the Holder shall have the right, for a period of four (4) years commencing on the Commencement Date, to include the Registrable Securities as part of any other registration of securities filed by the Company (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8 or any equivalent form). If at any time during the above-referenced time period, the Company proposes to register any of its Common Shares file a registration statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders of the Company for their account (a “Piggyback Registration”or by the Company and by stockholders of the Company including, without limitation, pursuant to Section 4.1), then the Company shall (x) give prompt written notice (in any event no later than ten (10) Business Days prior of such proposed filing to the holders of Registrable Securities as soon as practicable but in no event less than thirty (30) days before the anticipated filing date, which notice shall describe the amount and type of securities to be included in such registration statementoffering, the intended method(s) of distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (y) offer to the Holder holders of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include Registrable Securities in such registration notice the opportunity to register the sale of such number of Shares underlying this Purchase Warrant (the “shares of Registrable Securities”) that the Holders have (Securities as such holders may request in writing within ten (10) Business Days of the respective Holder’s days following receipt of such notice) requested in writing notice (including a “Piggy-Back Registration”). The Company shall cause such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares Registrable Securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected registration and shall use its reasonable best efforts to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything to a Piggy-Back Registration on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its shares of Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-265969 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares ordinary shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “”Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “”Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares ordinary shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares ordinary shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares ordinary shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesordinary shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares ordinary shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-266965) covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “”Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “”Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-262167), as amended from time to time, covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any shares of its Common Shares Stock under the Securities Act (other than (i) a registration effected solely statement to implement register shares under an employee benefit plan or to effect a transaction to which Rule 145 of the Securities Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have Holder has (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is If, in connection with an underwritten offering and offering, the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated person as a primary underwritten offering on behalf compared to the total number of the Company, the Company shall select the investment banking firm or firms to act as shares the managing underwriter or underwriters shall permit to be included in such registration. In connection with any Piggyback Registration, Holder shall pay any and all underwriting commissions (if the offering is an underwritten offering) and the expenses of any legal counsel selected by Holder to represent it in connection with such offeringthe sale of the Registrable Securities. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Initial Exercise Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the piggyback registration right shall not exceed seven years from the Initial Exercise Date, in accordance with FINRA Rule 5110(g)(8)(D)).

Grant of Right. Whenever In the event that there is not a qualified registration statement or offering circular covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register or qualify any of the Shares or its shares of Common Shares Stock under the Act after the date hereof (other than (i) a registration effected solely to implement an employee benefit plan or any dividend or distribution reinvestment or similar plan or relating to a registration or qualification solely for the sale of debt or convertible debt instruments or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement or offering circular on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders shareholders of the Company and (iii) a “universal” shelf registration statement on Form S-3 or any successor form thereto) (a “Piggyback RegistrationOffering”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statementstatement or offering circular) to the Holder of the Company’s intention to effect such a registration or qualification and, subject to the remaining provisions of this Section 4.1, shall include in such registration or qualification such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the Holders “Holders”) have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such numbernumber of Shares) to be included within such registrationregistration or qualification. If a Piggyback Registration Offering is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of capital stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback RegistrationOffering) and all other Common Shares shares of capital stock proposed to be included in such underwritten offering, the Company shall include in such registration or qualification (i) first, the number of Common Shares shares of capital stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration Offering is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder is permitted to sell its Registrable Securities during (assuming a cashless exercise of this Purchase Warrant) pursuant to Rule 144 under the Act, and shall not be applicable so long as the Company’s registration statement or offering circular covering the Registrable Securities remains effective or qualified, as applicable, at such time. The duration of the Piggyback Offering right shall not exceed seven years from the date of issuance of this Purchase Warrant. “Business Day” means any ninety day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (90including for wire transfers) day periodof commercial banks in New York, New York are generally open for use by customers on such day.

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-286068) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of the Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company in writing that it has determined in good faith that marketing factors require a limit on its opinion the number of Common Shares shares of common stock proposed to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, exceeds the number of shares of common stock which can be sold in such offering and/or that the number of shares of common stock proposed to be included in any such registration would adversely affect the price per share of the common stock to be sold in such offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then shares of common stock request to be included in such Piggyback Registration owned by each such personperson or in such other manner as they may otherwise agree. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date effective date of the Registration Statement pursuant to which the Offering is being made and (ii) the date that Rule 144 would allow the Holder to can sell its Registrable Securities pursuant to Rule 144 during any ninety (90) day period.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.13.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 3.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Commencement Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day Calendar Day period. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-264073) covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever The Company, upon written demand ("Initial Demand Notice") of the Holder(s) of at least 51% of the Purchase Options and/or the underlying Units and/or the underlying securities ("Majority Holders"), agrees to register on one occasion, all or any portion of the Purchase Options requested by the Majority Holders in the Initial Demand Notice and all of the securities underlying such Purchase Options, including the Units, Common Stock, the Warrants and the Common Stock underlying the Warrants (collectively, the "Registrable Securities"). On such occasion, the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) will file a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale a post-effective amendment to the publicRegistration Statement covering the Registrable Securities within sixty days after receipt of the Initial Demand Notice and use its best efforts to have such registration statement or post-effective amendment declared effective as soon as possible thereafter; provided, whether however, that the Company shall have the right to defer any filing of a registration statement pursuant to this Section 5.1 for its own account or for up to thirty (30) days if the account of one or more stockholders Company furnishes to the Holders requesting registration a certificate signed by the Chief Executive Officer of the Company (a “Piggyback Registration”)stating that, in the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder good faith judgment of the Company’s intention to effect such a registration and, subject to the remaining provisions Board of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf Directors of the Company, it would be materially detrimental to the Company and its shareholders for such registration statement to be effected at such time; provided further, however, that the Company shall select not have the investment banking firm or firms right to act as exercise the managing underwriter or underwriters right set forth in connection with such offeringthe immediately preceding proviso more than once in any 365-day period. Notwithstanding anything The demand for registration may be made at any time during a period of five years beginning on the Effective Date. The Company covenants and agrees to the contrary, the obligations give written notice of its receipt of any Initial Demand Notice by any Holder(s) to all other registered Holders of the Company pursuant to this Section 4.1 shall terminate on Purchase Options and/or the earlier of (i) Registrable Securities within ten days from the fifth anniversary date of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during receipt of any ninety (90) day periodsuch Initial Demand Notice.

Grant of Right. Whenever the Company proposes to register any of its Common Ordinary Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”)), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Ordinary Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Ordinary Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Ordinary Shares that the Company proposes to sell and (ii) second, the number of Common Ordinary Shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Ordinary Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. Notwithstanding the foregoing, the duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever the Company proposes to register any of its Common Shares securities under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares securities that the Company proposes to sell and (ii) second, the number of Common Sharessecurities, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares securities then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, but in no circumstances beyond seven (7) years from the commencement of sales of the public offering in which this Purchase Warrant relates to in compliance with FINRA Rule5110.05 and 5110(g)(8)(D).

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Common Stock, if any, including the Registrable Securities”) , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders that are in effect on the Holders have date hereof (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Registrable Securities as to which registration has been requested under this Section 5.2 plus the number of shares as to which registration has been requested pursuant to the Registration Rights Agreement dated August 16, 2017 between the Company and the persons named therein (pro rata in accordance with the number of shares of Registrable Securities held by each such holder) (C) third, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Common Shares Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and; and (iiD) secondfourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the number of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such personperson or issuable upon exercise of this Purchase Warrant. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect 's managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company's securities (the "Maximum Number of Shares") which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company's account: (A) first, the shares of Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “shares of Common Stock, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a "demand" registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number shares of Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the shares of Common Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the shares of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not a qualified offering statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register or qualify any of its shares of Common Shares Stock under the Act after the date hereof (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement relating to the Company’s initial public offering, or (iii) a registration or offering statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company public (a “Piggyback RegistrationOffering”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statementor offering statement ) to the Holder of the Company’s intention to effect such a registration or qualification and, subject to the remaining provisions of this Section 4.1, shall include in such registration or qualification such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the Holders “Holders”) have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registrationregistration or qualification. If a Piggyback Registration Offering is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback RegistrationOffering) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration or qualification (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration Offering is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities (assuming a cashless exercise of this Purchase Warrant) during any ninety (90) day period, and shall not be applicable so long as the Company’s Offering Statement on Form 1-A covering the Registrable Securities remains qualified at such time. The duration of the Piggyback Offering right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever the Company proposes to register any of its Common Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares that the Company proposes to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-286926) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-259278 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the Effective Date.

Grant of Right. Whenever the Company proposes to register any of its Common Shares Class A shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares Class A shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares Class A shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares Class A shares that the Company proposes to sell and (ii) second, the number of Common SharesClass A shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares Class A shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-263715) covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[●] covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-3 related to a universal shelf offering for the benefit of the Company, Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth seventh anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-259408) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Ordinary Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.13.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Ordinary Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Ordinary Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Ordinary Shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Ordinary Shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Ordinary Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 3.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Commencement Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement, as amended from time to time, covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form S-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Common Stock or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Common Stock, if any, including the Registrable Securities”) , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders that are in effect on the Holders have date hereof (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of shares of Common Shares Stock which each such person has actually requested to be included in such registration, including all Shares issuable upon exercise regardless of this Purchase Warrant the number of shares of Common Stock with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the Common Stock for the account of the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Registrable Securities as to which registration has been requested under this Section 5.2 plus the number of shares as to which registration has been requested pursuant to the Registration Rights Agreement dated August 18, 2016 between the Company and the persons named therein (pro rata in accordance with the number of shares of Registrable Securities held by each such holder) (C) third, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Common Shares Stock or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and; and (iiD) secondfourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the number of Common SharesStock, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “”Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “”Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[●]), as amended from time to time, covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares ordinary shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares ordinary shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares ordinary shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares ordinary shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesordinary shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares ordinary shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 377-05550 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever If at any time during the seven year period commencing on the Effective Date the Company proposes to register any of its Common Shares file a registration statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders of the Company for their account (a “Piggyback Registration”or by the Company and by stockholders of the Company including, without limitation, pursuant to Section 5.1), other than a registration statement (i) filed in connection with any employee stock option or other benefit plan, (ii) for an exchange offer or offering of securities solely to the Company's existing stockholders, (iii) for an offering of debt that is convertible into equity securities of the Company or (iv) for a dividend reinvestment plan, then the Company shall (x) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable, but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if y) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback Registrationnotice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) and all other Common Shares proposed days following receipt of such notice (a "PIGGY-BACK REGISTRATION"). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything to a Piggy-Back Registration on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares ordinary shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares ordinary shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares ordinary shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares ordinary shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesordinary shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares ordinary shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-265178 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1‎3.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 ‎3.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Commencement Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day Calendar Day period. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of this public offering.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form F-4 or F-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not an qualified offering statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register or qualify any of its Common Shares shares of Preferred Stock under the Act after the date hereof (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration or offering statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, or (iii) Offering Statement (No. 024-12386), whether for its own account or for the account of one or more stockholders shareholders of the Company (a “"Piggyback Registration”Offering"), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statementor offering statement ) to the Holder of the Company’s 's intention to effect such a registration or qualification and, subject to the remaining provisions of this Section 4.1, shall include in such registration or qualification such number of Shares underlying this Purchase Warrant (the “"Registrable Securities”") that Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the Holders "Holders") have (within ten (10) Business Days of the respective Holder’s 's receipt of such notice) requested in writing (including such number) to be included within such registrationregistration or qualification. If a Piggyback Registration Offering is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of Preferred Stock to be included in such registrationregistration of qualification, including all of the Shares issuable upon exercise of this Purchase Warrant (if the Holder ▇▇▇▇▇▇ has elected to include such Shares shares in such Piggyback RegistrationOffering) and all other Common Shares shares of Preferred Stock proposed to be included in such underwritten offering, the Company shall include in such registration or qualification (i) first, the number of Common Shares shares of Preferred Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of Preferred Stock, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of Preferred Stock then owned by each such person. If any Piggyback Registration Offering is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities (assuming a cashless exercise of this Purchase Warrant) during any ninety (90) day period, and shall not be applicable so long as the Company's Offering Statement on Form 1-A covering the Registrable Securities remains qualified at such time. The duration of the Piggyback Offering right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-264277 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[●] covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the Effective Date.

Grant of Right. Whenever In addition to the demand right of registration, the Holders of the Purchase Options shall have the right for a period of seven years commencing on the Effective Date, to include the Registrable Securities as part of any other registration of securities filed by the Company proposes to register any of its Common Shares (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Act or pursuant to Form S-8); provided, however, that if, in the written opinion of the Company's managing underwriter or underwriters, if any, for such offering, the inclusion of the Registrable Securities, when added to the securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of the Company's securities (other than the “Maximum Number of Shares”) which can be marketed (i) at a registration effected solely price reasonably related to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicabletheir then current market value, or and (ii) a without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration statement on Form S-4is undertaken for the Company's account: (A) first, S-8 the Ordinary Shares or any successor form thereto or another form not available for registering other securities that the Shares issuable upon exercise Company desires to sell that can be sold without exceeding the Maximum Number of this Purchase Warrant for sale Shares; (B) second, to the public, whether for its own account or for extent that the account Maximum Number of one or more stockholders of Shares has not been reached under the Company foregoing clause (a “Piggyback Registration”A), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to Ordinary Shares, if any, including the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common Sharesshares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Common Stock, whenever the Company proposes to register any of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4▇-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares Common Stock issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares shares of Common Stock underlying this Purchase Warrant (the “Registrable Securities”) that the Holders Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the “Holders”) have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares Common Stock issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[__] covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Common Stock, whenever the Company proposes to register any of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares Common Stock issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares shares of Common Stock underlying this Purchase Warrant (the “Registrable Securities”) that the Holders Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the “Holders”) have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares Common Stock issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[__] covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares ordinary shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4▇-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares ordinary shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares ordinary shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares ordinary shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesordinary shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares ordinary shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-262838 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares Stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of the Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to sell and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Common Shares, whenever the Company proposes to register any of its Common Shares common shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Common Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Common Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares common shares to be included in such registration, including all Common Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares common shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares common shares that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharescommon shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares common shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-265900 covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever If at any time during the seven year period commencing on the Effective Date the Company proposes to register any of its Common Shares file a registration statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders of the Company for their account (a “Piggyback Registration”or by the Company and by stockholders of the Company including, without limitation, pursuant to Section 5.1), other than a registration statement (i) filed in connection with any employee stock option or other benefit plan, (ii) for an exchange offer or offering of securities solely to the Company’s existing stockholders, (iii) for an offering of debt that is convertible into equity securities of the Company or (iv) for a dividend reinvestment plan, then the Company shall (x) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if y) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything to a Piggy-Back Registration on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-258139) covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the Effective Date.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, or (iii) the Company’s Registration Statement on Form S-1 (File No. 333-221648) first filed with the Commission on November 17, 2017), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of the Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company in writing that it has determined in good faith that marketing factors require a limit on its opinion the number of Common Shares shares of common stock proposed to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, exceeds the number of shares of common stock which can be sold in such offering and/or that the number of shares of common stock proposed to be included in any such registration would adversely affect the price per share of the common stock to be sold in such offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then shares of common stock request to be included in such Piggyback Registration owned by each such personperson or in such other manner as they may otherwise agree. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date effective date of the Registration Statement pursuant to which the Offering is being made and (ii) the date that Rule 144 would allow the Holder to can sell its Registrable Securities pursuant to Rule 144 during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares Ctock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of shares of Common Shares Stock that the Company proposes to sell and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth (5th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time during the first seven years following the Effective Date the Company proposes to register any of its Common Shares file a registration statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders securityholders of the Company for their accounts (a “Piggyback Registration”or by the Company and by securityholders of the Company including, without limitation, pursuant to Section 5.2.1), other than (A) a registration of securities relating solely to an offering and sale to employees or directors of the Company pursuant to any employee stock plan or other employee benefit plan arrangement, (B) a registration on Form S-4 or S-8 or any successor form to such forms, (C) an exchange offer or offering of securities solely to the Company’s existing stockholders, (D) an offering of debt that is convertible into equity securities, (E) a dividend reinvestment plan, or (F) solely in connection with a merger, consolidation or non-capital raising bona fide business transaction, then the Company shall (i) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if ii) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its reasonable best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything a Piggy-Back Registration to be included on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever the Company proposes to register any of its Common Ordinary Shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”)), the Company shall give prompt written notice (in any event no later than ten (10) Business Days business days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days business days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Ordinary Shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Ordinary Shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Ordinary Shares that the Company proposes to sell and (ii) second, the number of Common Ordinary Shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Ordinary Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth seventh (7th) anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. Notwithstanding the foregoing, the duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “"Piggyback Registration”"), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period. The duration of the Piggyback Registration rights granted in this Section 4.1 shall not exceed more than seven (7) years from the Effective Date.

Grant of Right. Whenever In the event that there is not an effective registration statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register any of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form S-1 (No. 333-[__]) covering the Registrable Securities remains effective at such time. The duration of the piggyback registration right shall not exceed seven years from the commencement of sales of the public offering.

Grant of Right. Whenever If at any time during the first seven years following the Effective Date the Company proposes to register any of its Common Shares file a Registration Statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders securityholders of the Company for their accounts (a “Piggyback Registration”or by the Company and by securityholders of the Company including, without limitation, pursuant to Section 5.2.1), other than a registration statement (a) filed in connection with any employee stock option or other benefit plan, (b) for an exchange offer or offering of securities solely to the Company’s existing securityholders, (c) for an offering of debt that is convertible into equity securities of the Company, or (d) for a dividend reinvestment plan, then the Company shall (i) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if ii) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its reasonable best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything a Piggy-Back Registration to be included on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day period.of distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4S-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “all Registrable Securities”) Securities that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company in writing that it has determined in good faith that marketing factors require a limit on its opinion the number of Common Shares shares of common stock proposed to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, exceeds the number of shares of common stock which can be sold in such offering and/or that the number of shares of common stock proposed to be included in any such registration would adversely affect the price per share of the common stock to be sold in such offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then shares of common stock request to be included in such Piggyback Registration owned by each such personperson or in such other manner as they may otherwise agree. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) effective date of the date that Rule 144 would allow Registration Statement pursuant to which the Holder to sell its Registrable Securities during any ninety (90) day periodOffering is being made.

Grant of Right. Whenever Within two (2) years from the Effective Date, whenever the Company proposes to register any of its Common Shares Class A ordinary shares under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 F-4, S-8, F-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public), whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders Holder have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares Class A ordinary shares to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares Class A ordinary shares proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares Class A ordinary shares that the Company proposes to sell and (ii) second, the number of Common SharesClass A ordinary shares, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares Class A ordinary shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period, and shall not be applicable so long as the Company’s Registration Statement on Form F-1 (No. 333-[ ]) covering the Registrable Securities remains effective at such time.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4▇-▇, S-8 ▇-▇ or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, , the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth seventh anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever the Company proposes to register any shares of its Common Shares common stock under the Act (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares shares of common stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback Registration) and all other Common Shares shares of common stock proposed to be included in such underwritten offering, the Company shall include in such registration (i) first, the number of Common Shares shares of common stock that the Company proposes to sell and (ii) second, the number of Common Sharesshares of common stock, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares shares of common stock then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth third anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities during any ninety (90) day period.

Grant of Right. Whenever If at any time during a period of seven (7) years commencing on the Company proposes to register any of its Common Shares under the Act (other than (i) a Effective Date when there is not an effective registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 statement covering all of the Act is applicable, or (ii) a registration statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether for its own account or for the account of one or more stockholders of the Company (a “Piggyback Registration”)Registrable Securities, the Company shall give prompt written notice (in determine to prepare and file with the SEC a registration statement relating to an offering under the Act of any event no later of its securities, other than ten (10) Business Days prior pursuant to SEC Form F-4 or S-8 or any equivalent form, the filing Company, upon the request of any Holder, as described below, shall cause the registration under the Act of the Registrable Securities as part of any such registration statement) to statement filed by the Holder Company; provided, however, that if, in the written opinion of the Company’s intention to effect managing underwriter or underwriters, if any, for such a registration andoffering, subject the inclusion of the Registrable Securities, when added to the remaining provisions securities being registered by the Company or the selling shareholder(s), will exceed the maximum amount of this Section 4.1the Company’s securities (the “Maximum Number of Shares”) which can be marketed (i) at a price reasonably related to their then current market value, and (ii) without materially and adversely affecting the entire offering, then the Company shall include in any such registration: (i) If the registration such number is undertaken for the Company’s account: (A) first, the Ordinary Shares or other securities that the Company desires to sell that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares underlying this Purchase Warrant has not been reached under the foregoing clause (A), the “Ordinary Shares, if any, including the Registrable Securities”) that the Holders have , as to which registration has been requested pursuant to written contractual piggy-back registration rights of security holders (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested pro rata in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on accordance with the number of Common Ordinary Shares which each such person has actually requested to be included in such registration, including all regardless of the number of Ordinary Shares issuable upon exercise with respect to which such persons have the right to request such inclusion) that can be sold without exceeding the Maximum Number of this Purchase Warrant Shares; and (if ii) If the Holder has elected registration is a “demand” registration undertaken at the demand of persons other than the holders of Registrable Securities pursuant to include written contractual arrangements with such Shares in such Piggyback Registration) and all other Common Shares proposed to be included in such underwritten offeringpersons, the Company shall include in such registration (iA) first, the number Ordinary Shares for the account of Common the demanding persons that can be sold without exceeding the Maximum Number of Shares; (B) second, to the extent that the Maximum Number of Shares has not been reached under the foregoing clause (A), the Ordinary Shares or other securities that the Company proposes desires to sell that can be sold without exceeding the Maximum Number of Shares; and (iiC) secondthird, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A) and (B), the Registrable Securities as to which registration has been requested under this Section 5.2 (pro rata in accordance with the number of Common shares of Registrable Securities held by each such holder); and (D) fourth, to the extent that the Maximum Number of Shares has not been reached under the foregoing clauses (A), (B) and (C), the Ordinary Shares, if any, as to which registration has been requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder written contractual piggy-back registration rights which other shareholders desire to sell its Registrable Securities during any ninety (90) day periodthat can be sold without exceeding the Maximum Number of Shares.

Grant of Right. Whenever If at any time during the first seven years following the Effective Date the Company proposes to register any of its Common Shares file a Registration Statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders securityholders of the Company for their accounts (a “Piggyback Registration”or by the Company and by securityholders of the Company including, without limitation, pursuant to Section 5.2.1), other than a registration statement (a) filed in connection with any employee stock option or other benefit plan, (b) for an exchange offer or offering of securities solely to the Company’s existing securityholders, (c) for an offering of debt that is convertible into equity securities of the Company, or (d) for a dividend reinvestment plan, then the Company shall (i) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if ii) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything a Piggy-Back Registration to be included on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day period.of distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration

Grant of Right. Whenever If at any time during the first seven years following the Effective Date the Company proposes to register any of its Common Shares file a Registration Statement under the Act (other than (i) a registration effected solely with respect to implement an employee benefit plan or a transaction to which Rule 145 offering of the Act is applicableequity securities, or (ii) a registration statement on Form S-4securities or other obligations exercisable or exchangeable for, S-8 or any successor form thereto or another form not available for registering convertible into, equity securities, by the Shares issuable upon exercise of this Purchase Warrant for sale to the public, whether Company for its own account or for the account of one or more stockholders securityholders of the Company for their accounts (a “Piggyback Registration”or by the Company and by securityholders of the Company including, without limitation, pursuant to Section 5.2.1), other than a registration statement (a) filed in connection with any employee stock option or other benefit plan, (b) for an exchange offer or offering of securities solely to the Company’s existing securityholders, (c) for an offering of debt that is convertible into equity securities of the Company, or (d) for a dividend reinvestment plan, then the Company shall (i) give prompt written notice (of such proposed filing to the holders of Registrable Securities as soon as practicable but in any no event no later less than ten (10) Business Days prior to days before the anticipated filing date, which notice shall describe the amount and type of such registration statement) to the Holder of the Company’s intention to effect such a registration and, subject to the remaining provisions of this Section 4.1, shall include in such registration such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that the Holders have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registration. If a Piggyback Registration is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of Common Shares securities to be included in such registrationoffering, including all Shares issuable upon exercise the intended method(s) of this Purchase Warrant distribution, and the name of the proposed managing underwriter or underwriters, if any, of the offering, and (if ii) offer to the Holder has elected to include such Shares holders of Registrable Securities in such Piggyback notice the opportunity to register the sale of such number of shares of Registrable Securities as such holders may request in writing within five (5) days following receipt of such notice (a “Piggy-Back Registration) and all other Common Shares proposed ”). The Company shall cause such Registrable Securities to be included in such underwritten offering, the Company registration and shall include in such registration (i) first, the number of Common Shares that the Company proposes use its reasonable best efforts to sell and (ii) second, the number of Common Shares, if any, requested to be included therein by selling stockholders (including the Holder) allocated pro rata among all such persons on the basis of the number of Common Shares then owned by each such person. If any Piggyback Registration is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as cause the managing underwriter or underwriters of a proposed underwritten offering to permit the Registrable Securities requested to be included in connection with such offering. Notwithstanding anything a Piggy-Back Registration to be included on the contrary, the obligations same terms and conditions as any similar securities of the Company pursuant and to this Section 4.1 shall terminate on permit the earlier sale or other disposition of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its such Registrable Securities during any ninety (90in accordance with the intended method(s) day periodof distribution thereof. All holders of Registrable Securities proposing to distribute their securities through a Piggy-Back Registration that involves an underwriter or underwriters shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggy-Back Registration.

Grant of Right. Whenever In the event that there is not an qualified offering statement covering the Purchase Warrant or the underlying Shares, whenever the Company proposes to register or qualify any of its shares of Common Shares Stock under the Act after the date hereof (other than (i) a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Act is applicable, or (ii) a registration or offering statement on Form S-4, S-8 or any successor form thereto or another form not available for registering the Shares issuable upon exercise of this Purchase Warrant for sale to the public, or (iii) Offering Statement (No. __________), whether for its own account or for the account of one or more stockholders shareholders of the Company (a “Piggyback RegistrationOffering”), the Company shall give prompt written notice (in any event no later than ten (10) Business Days prior to the filing of such registration statementor offering statement ) to the Holder of the Company’s intention to effect such a registration or qualification and, subject to the remaining provisions of this Section 4.1, shall include in such registration or qualification such number of Shares underlying this Purchase Warrant (the “Registrable Securities”) that Holder and any other holder of this duly transferred Purchase Warrant pursuant to Section 3 or other holders of interests in or represented by this Purchase Warrant as otherwise permitted by this Purchase Warrant (collectively, the Holders “Holders”) have (within ten (10) Business Days of the respective Holder’s receipt of such notice) requested in writing (including such number) to be included within such registrationregistration or qualification. If a Piggyback Registration Offering is an underwritten offering and the managing underwriter advises the Company that it has determined in good faith that marketing factors require a limit on the number of shares of Common Shares Stock to be included in such registration, including all Shares issuable upon exercise of this Purchase Warrant (if the Holder has elected to include such Shares shares in such Piggyback RegistrationOffering) and all other shares of Common Shares Stock proposed to be included in such underwritten offering, the Company shall include in such registration or qualification (i) first, the number of shares of Common Shares Stock that the Company proposes to issue and sell pursuant to such underwritten offering and (ii) second, the number of shares of Common SharesStock, if any, requested to be included therein by selling stockholders shareholders (including the Holder) allocated pro rata among all such persons on the basis of the number of shares of Common Shares Stock then owned by each such person. If any Piggyback Registration Offering is initiated as a primary underwritten offering on behalf of the Company, the Company shall select the investment banking firm or firms to act as the managing underwriter or underwriters in connection with such offering. Notwithstanding anything to the contrary, the obligations of the Company pursuant to this Section 4.1 shall terminate on the earlier of (i) the fifth anniversary of the Effective Date and (ii) the date that Rule 144 would allow the Holder to sell its Registrable Securities (assuming a cashless exercise of this Purchase Warrant) during any ninety (90) day period, and shall not be applicable so long as the Company’s Offering Statement on Form 1-A covering the Registrable Securities remains qualified at such time. The duration of the Piggyback Offering right shall not exceed seven years from the commencement of sales of the public offering.