Common use of Registrations on Form S-1 Clause in Contracts

Registrations on Form S-1. At any time, (1) the Holders of at least seven and one-half percent (7.5%) of the then outstanding Registrable Securities may, by written notice to the Company, request that the Company effect the registration on Form S-1 of a number of Registrable Securities for which the gross aggregate offering price is reasonably expected to be at least $10,000,000, and (2) Holders of any Registrable Securities may, by written notice to the Company, request that the Company effect the registration on Form S-1 of a number of Registrable Securities for which the gross aggregate offering price is reasonably expected to be at least $30,000,000; provided, that the Company’s obligations to comply with any such request with respect to the Initial Public Offering shall be subject to the prior written approval of the Required Holders. If the Holders initiating either such registration intend to distribute the Registrable Securities in an underwritten offering, they shall so state in their request. Promptly after receipt of such notice, the Company will give written notice of such requested registration to all other Holders of Registrable Securities. The Company will then as provided in Section 4 use all reasonable commercial efforts to effect the registration under the Securities Act of the Registrable Securities which the Company has been requested to register by such Holders, and all other Registrable Securities which the Company has been requested to register by other Holders of such Registrable Securities by notice delivered to the Company within ten (10) days after the giving of such notice by the Company.

Registrations on Form S-1. At any timetime after the earlier of (i) March 31, 2022 or (1ii) 120 days after the Holders closing of the Initial Public Offering, one or more Investors owning at least seven and one-half twenty percent (7.520%) of the then outstanding Registrable Securities held by the Investors may, by written notice to the Company, request that the Company effect the registration on Form S-1 of a number of Registrable Securities for which (x) in the case of a request prior to the Initial Public Offering, the gross aggregate offering price is reasonably expected to be at least $10,000,000, and 15,000,000 or (2y) Holders of any Registrable Securities may, by written notice to in the Company, request that the Company effect the registration on Form S-1 case of a number request after the Initial Public Offering, the aggregate value (based on the market price of Registrable Securities for which fair market value on the gross aggregate offering price is reasonably expected to be date of such request) of at least $30,000,000; provided, that the Company’s obligations to comply with any such request with respect to the Initial Public Offering shall be subject to the prior written approval of the Required Holders15,000,000. If the Holders initiating either such registration intend to distribute the Registrable Securities in an underwritten offering, they shall so state in their request. Promptly after receipt of such notice, the Company will give written notice of such requested registration to all other Holders of Investors holding Registrable Securities. The Company will then as provided in Section 4 use all reasonable commercial efforts to effect the registration under the Securities Act of the Registrable Securities which the Company has been requested to register by such Holders, and all other Registrable Securities which the Company has been requested to register by other Holders of Investors holding such Registrable Securities by notice delivered to the Company within ten (10) days after the giving of such notice by the Company.