Registration Upon Request. The Company shall use its best efforts to qualify and remain qualified for the use of Form S-3 (or any applicable successor form) for the registration of its securities under the Securities Act. At any time that the Company is so qualified, in the event that the Company shall receive from the Investors holding (a) at least 20% of the Registrable Shares (b) at least 35% of the shares of Common Stock converted from the Class B Preferred Shares or (c) at least 35% of the shares of Common Stock converted from the Class C Preferred Shares a written request that the Company effect a registration on Form S-3 (or any applicable successor Form), which request specifies the approximate number of Registrable Shares requested to be registered and the anticipated per share price range for such offering, which offering shall provide an aggregate offering price of at least $1,000,000, then within 10 days after receipt of any such request, the Company shall give written notice of such requested registration to all other Investors and shall include in the registration all Registrable Shares with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice. Thereafter, subject to the conditions, limitations and provisions set forth below in Section 4.2, 4.3 and 5, the Company shall promptly prepare and file, and use its best efforts to prosecute to effectiveness, appropriate filing with the Commission of a registration statement covering all of those Registrable Shares with respect to which registration under the Securities Act has been requested by the Investors as provided herein. Subject to Section 4.3, the Company may include in any registration pursuant to this Section 4.1 additional shares of Common Stock for sale for its own account or for the account of any other Person.
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Registration Upon Request. The Company shall use its best efforts Subject to qualify the provisions of Section 2.4 below, at any time, and remain qualified for from time to time after, the use earlier of Form S-3 (or any applicable successor form) for the registration of its securities under the Securities Act. At any time that the Company is so qualified, in the event that the Company shall receive from the Investors holding (a) January 31, 2003 or (b) the date that is six months after the IPO, if the holders of (x) at least 20% a majority of the Registrable Shares Shares, (by) at least 3560% of the shares of Common Stock converted from the Class B Preferred Shares or (cz) at least 3560% of the shares of Common Stock converted from the Class C Preferred Shares provide the Company with a written request that for registration under the Company effect a registration Securities Act of any of their Registrable Shares on Form S-3 (S-1 or any applicable successor Formsimilar long-form registration ("Long-Form Registration"), which request specifies the approximate number of Registrable Shares requested to be registered and the anticipated per share price range for such offering, which offering shall provide an and must result in aggregate offering price proceeds of at least $1,000,00010,000,000, then within 10 days after receipt of any such request, the Company shall give written notice of such requested registration to all other Investors and shall include in the registration all Registrable Shares with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice. Thereafter, subject to the conditions, limitations and provisions set forth below in Section 4.2Sections 2.3, 4.3 2.4 and 5, the Company shall promptly prepare and file, and use its best efforts to prosecute to effectiveness, an appropriate filing with the Commission of a registration statement covering all of those Registrable Shares with respect to which registration under the Securities Act has been requested by the Investors as provided herein. Subject to the provisions of Section 4.32.3 below, the Company may include in any registration pursuant to this Section 4.1 2.1 additional shares of Common Stock for sale for its own account or for the account of any other Person.
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