Common use of Right to Request Registration Clause in Contracts

Right to Request Registration. Subject to the provisions hereof, beginning on the applicable Commencement Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holder(s) requesting such Demand Registration of at least $30,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holder(s) requesting such Demand Registration is less than $30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) requesting such Demand Registration. Subject to Section 2(d) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning on six months after the applicable Commencement date hereof and continuing until the Termination Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holder(s) Holders requesting such Demand Registration of at least $30,000,000 25,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holder(s) Holders requesting such Demand Registration is less than $30,000,000 25,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) Holders requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(d2(e) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning on the applicable Commencement Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a “Demand Registration”); provided, that (based on then current market pricesthe closing sale price of the Common Stock as reported on NASDAQ on the date of the Company’s receipt of such request) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holder(s) requesting such Demand Registration of at least $30,000,000 unless the aggregate value (based on then current market pricessuch closing sale price) of the Registrable Common Stock held by the Holder(s) requesting such Demand Registration is less than $30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) requesting such Demand Registration. Subject to Section 2(d) belowhereof, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning on six months after the applicable Commencement date hereof and continuing until the Termination Date, one or more Holders may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration (a ““ Demand RegistrationRegistration ”); providedprovided , that (based on then current market prices) the number of shares of Registrable Common Stock included in the Demand Registration would yield gross proceeds to the Holder(s) Holders requesting such Demand Registration of at least $30,000,000 25,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holder(s) Holders requesting such Demand Registration is less than $30,000,000 25,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) Holders requesting such Demand Registration (other than Registrable Common Stock which, as of the date of such demand, are in the form of OP Units and either held directly by a Securityholder or that a Securityholder may be entitled to receive from Morgans in a pro rata distribution of its OP Units, which such Holders shall not be required to include in such Demand Registration). Subject to Section 2(d2(e) below, the Company shall use its reasonable best efforts (i) to file a Registration Statement (a ““ Demand Registration StatementStatement ”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s request therefor and (ii) to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable thereafter.

Right to Request Registration. Subject to the provisions hereof, beginning on until the applicable Commencement Termination Date, one or more Holders may at any time Investors may, from and after the date six months following the date hereof (and subject to the Company obtaining Shareholder Approval (as defined in the Purchase Agreement) in the case of Exercise Shares), request in writing registration for resale under the Securities Act of all or part of the Registrable Common Stock Shares separate from an S-3 Shelf Registration (a “Demand Registration”); provided, however, that (based on then the then-current market prices) the number of shares of Registrable Common Stock Shares included in the Demand Registration would would, if fully sold, yield gross proceeds to the Holder(srequesting Investors of at least the Minimum Amount. The Company shall, within ten (10) requesting days of the Company’s receipt of a request for a Demand Registration, notify, in writing, all other Investors of such demand, and each Investor who thereafter wishes to include all or a portion of such Investor’s Registrable Securities in such Demand Registration of at least $30,000,000 unless shall so notify the aggregate value Company, in writing, within five (based on then current market prices5) days after the receipt by the Investor of the Registrable Common Stock held by notice from the Holder(s) requesting such Demand Registration is less than $30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) requesting such Demand RegistrationCompany. Subject to Section 2(d) and Sections 5 and 7 below, the Company shall use its reasonable best efforts (i) to file a Registration Statement registering for resale such number of Registrable Shares as requested to be so registered pursuant to this Section 2(a) (a “Demand Registration Statement”) registering for resale such number within 45 days after the Company’s notification to all other Investors of shares of Registrable Common Stock as requested to be so registered within 30 days of a Holder’s the Demand Registration request therefor and (ii) if necessary, to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable practical thereafter. If permitted under the Securities Act, such Registration Statement shall be one that is automatically effective upon filing.

Right to Request Registration. Subject to the provisions hereof, beginning on until the applicable Commencement Termination Date, one or more Holders the Investor may at any time request registration for resale under the Securities Act of all or part of the Registrable Common Stock separate from an S-3 Registration Shares (a “Demand Registration”); provided, however, that (based on then the then-current market prices) the number of shares of Registrable Common Stock Shares included in the Demand Registration would would, if fully sold in an underwritten offering, yield gross proceeds to the Holder(s) requesting such Demand Registration Investor of at least $30,000,000 unless the aggregate value (based on then current market prices) of the Registrable Common Stock held by the Holder(s) requesting such Demand Registration is less than $30,000,000 but greater than $15,000,000, in which case the Demand Registration shall be for all of the Registrable Common Stock of the Holder(s) requesting such Demand RegistrationMinimum Amount. Subject to Section 2(d) and Sections 5 and 7 below, the Company shall use its reasonable best efforts (i) to file a Registration Statement registering for resale such number of Registrable Shares as requested to be so registered pursuant to this Section 2(a) (a “Demand Registration Statement”) registering for resale such number of shares of Registrable Common Stock as requested to be so registered soon as practicable, and in any event within 30 days of a Holderafter the Investor’s request therefor therefor, and (ii) if necessary, to cause such Demand Registration Statement to be declared effective by the SEC as soon as practicable practical thereafter. Notwithstanding anything to the contrary herein, (i) the Investor will have no right to request any Demand Registration unless and until the Company registers equity securities with the SEC, and (ii) if the Company elects in the Qualified Offering only to issue Class B Shares listed on the Spanish Stock Exchanges and not also ADSs listed on the NYSE, the Company’s obligations under this Section 2 shall be deemed satisfied by the filing of a Prospectus with the CNMV at such times as would be necessary to permit and facilitate the public distribution of the Registrable Securities.