Common use of Rule 144 Reporting Clause in Contracts

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, registration after such time as a public market exists for the Common Stock of the Company, the Company agrees to use best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act144, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at and of any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and other reporting requirements of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So as long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So As long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in for purposes of Rule 144 144(c) under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company to be filed under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder holder owns any Registrable Securities, to furnish to the Holder holder forthwith upon request request, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after following the effective date close of the first registration statement filed sale of securities by the Company for an offering of its securities pursuant to the general publica registration statement), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder such holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, except as provided in paragraph (c) below, at all times after such time as ninety (90) days after any registration statement covering a public market exists for the Common Stock offering of securities of the CompanyCompany under the Securities Act shall have become effective, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public(or any successor rule); (b) Use reasonable, diligent use reasonable best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)Act; and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder each holder of Registrable Securities forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said such Rule 144 (at or any time after ninety (90successor rule) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)and, and of the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements, of the reporting requirements of Securities Act and the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of so filed by the Company as a Holder such holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder such holder to sell any such securities Registrable Securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act144, at all times after the effective date Effective Date that the Company is subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering Securities Exchange Act of its securities to the general public1934, as amended; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, Restricted Securities to furnish to the Holder Purchaser forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder Purchaser may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Purchaser to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering Securities Exchange Act of its securities to 1934, as amended (the general public"Exchange Act"); (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder an Investor owns any Registrable Restricted Securities, to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder an Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission which SEC that may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its diligent efforts to: (a) Make make and keep current public information available, as those terms are understood and defined in within the meaning of SEC Rule 144 or any similar or analogous rule promulgated under the Securities 1933 Act, at all times after it has become subject to the effective date reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public1934 Act; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) commencing 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), ; a copy of the most recent annual or quarterly report of the Company, ; and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, except as provided in paragraph (c) below, at all times after such time as ninety (90) days after any registration statement covering a public market exists for the Common Stock offering of securities of the CompanyCompany under the Securities Act shall have become effective, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public(or any successor rule); (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)Act; and (c) So long as a Holder owns any Furnish to each holder of Registrable Securities, to furnish to the Holder Securities forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said such Rule 144 (at or any time after ninety (90successor rule) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)and, and of the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements, of the reporting requirements of Securities Act and the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of so filed by the Company as a Holder such holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder such holder to sell any such securities Registrable Securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time the Company agrees, so long as a public market exists for it is subject to the Common Stock periodic reporting requirements of the CompanyExchange Act, the Company agrees to use commercially reasonable efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 144(c)(1) or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicthis Agreement; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)Act; and (c) So so long as a Holder owns the Holders own any Registrable Securities, to furnish to the Holder such Holders forthwith upon request request: (i) in the event the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of under the Securities Act and of the Exchange Act Act; (at any time after it has become ii) in the event the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, ; and (iii) such other reports and documents of as the Company as a Holder Holders may reasonably request in availing itself themselves of any rule or regulation of the Commission SEC allowing a Holder them to sell any such securities without registration (at any time after registration; provided, however, that the Company has become subject shall be deemed to have furnished any such document if it shall have timely made such document available on the reporting requirements of the Exchange Act)SEC’s Electronic Data Gathering, Analysis and Retrieval System, or a successor system.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act Registration Statement filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission Commission, in a timely manner manner, all reports and other documents required of the Company under the Exchange Act; and (c) So long as a Holder owns any Registrable Securities, furnish to such Holder forthwith upon reasonable request: a written statement by the Company as to its compliance with the reporting requirements of Rule 144 under the Securities Act Act, and of the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, ; and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees that, at all times when the Company is subject to the reporting requirements of the Securities Act and of the Exchange Act, it shall use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in SEC Rule 144 or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Exchange Act; and (c) So long as a Holder owns any Registrable Securities, furnish to such Holder forthwith upon request: a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 of the Securities Act Act, and of the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company filed with the Commission; and such other reports and documents of the Company as a Holder may reasonably request in connection with availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, Restricted Securities to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a the Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a the Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which SEC that may at any time permit the sale of the Registrable Securities RV Centers stock to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company RV Centers agrees to use commercially reasonable efforts to: (ai) Make make and keep public information available, regarding RV Centers available as those terms are understood and defined in Rule 144 under the Securities Act, at all times after 1933 Act for a period of four years beginning 90 days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicRegistration Statement; (bii) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company RV Centers under the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (ciii) So so long as a Holder Stockholder owns any Registrable Securitiesrestricted RV Centers Stock, to furnish to the Holder each Stockholder forthwith upon written request a written statement by the Company RV Centers as to its compliance with the reporting current public information requirements of said Rule 144 (at any time from and after ninety (90) 90 days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicRegistration Statement), and of the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the CompanyRV Centers, and such other reports and documents of the Company so filed as a Holder Stockholder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder Stockholder to sell any such securities shares without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in SEC Rule 144 or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicInitial Offering; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Exchange Act (at any time after it has become subject to such reporting requirements) and take such further action as the Holders may reasonably request, all to the extent required from time to time to enable the Holders to sell securities of the Company without registration; and (c) so long as a Holder owns any Registrable Securities, furnish to such Holder forthwith upon request: a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 of the Securities Act Act, and of the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company filed with the Commission; and such other reports and documents of the Company as a Holder may reasonably request in connection with availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of securities of the Registrable Securities Company to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration statement under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its reasonable best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); andor (c) So long as a Holder any Stockholder owns any Registrable Securities, to furnish to the Holder such Stockholder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and (iii) such other reports and documents of the Company as a Holder Stockholder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (aA) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, Act at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (bB) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (cC) So long as a Holder Stockholder owns any Registrable Restricted Securities, to furnish to the Holder Stockholder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), ) and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder Stockholder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Stockholder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time SEC that permit the sale of restricted securities (as that term is defined in Rule 144 promulgated under the Registrable Securities Act) to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make use its reasonable best efforts to make and keep public information available, available as those terms are understood and defined in Rule 144 under the Securities Act144, at all times from and after ninety days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use its reasonable best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns the Holders own any Registrable Securitiesshares of Common Stock, to furnish to each of the Holder forthwith Holders promptly upon request its request, (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), ; (ii) a copy of the most recent annual or quarterly report of the Company, ; and (iii) such other reports and documents of so filed as the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a the Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanySIGNAL, the Company SIGNAL agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company SIGNAL for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company SIGNAL under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request a written statement by the Company SIGNAL as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company SIGNAL for an offering of its securities to the general public), ) and of the Securities Act and the Securities Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the CompanySIGNAL, and such other reports and documents of the Company SIGNAL as a Holder Purchaser may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Purchaser to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as registration or pursuant to a public market exists for the Common Stock of the Companyregistration on Form S-3, the Company agrees to use its commercially reasonable efforts to: (a) Make and keep adequate current public information available, as those terms are understood and defined with respect to the Company available in accordance with Rule 144 under the Securities Act, at all times after following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon written request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), or that it qualified as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed and (iii) such other information as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Subject Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its commercially reasonable efforts to: (a) Make make and keep public information available, regarding the Company available as those terms are understood and defined in Rule 144 under the Securities Act, at all times from and after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder or a Common Holder owns any Registrable Restricted Securities, to furnish to the Holder or such Common Holder, as the case may be, forthwith upon written request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed as a Holder or a Common Holder, as the case may be, may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder or a Common Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees that it will use its reasonable best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 or any similar or analogous rule promulgated under the Securities Act, Act at all times after the effective date Company is subject to the reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become when and if the Company becomes subject to such the reporting requirements)requirements thereunder; and (c) So so long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request request: a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of under the Securities Act and the Exchange Act (at any time after it the Company has become subject to the such reporting requirements of the Exchange Actrequirements), ; a copy of the most recent annual or quarterly report so filed of the Company, ; and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registrationregistration or pursuant to Form S-3, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements) or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time it so qualifies), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject or pursuant to the reporting requirements of the Exchange Act)such Form S-3.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after ninety (90) days after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), at any time after it has become subject to such reporting requirements); and (c) So long as a Holder any of the Holders owns any Registrable Restricted Securities, to furnish to the Holder Holders of Registrable Securities forthwith upon request written request, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder of Restricted Securities may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as while a public market exists for the Common Stock of the Company, the Company agrees towill: (ai) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities 1933 Act, at all times after while the effective date of the first registration Company is reporting under the Securities Act filed by the Company for an offering of its securities to the general public1934 Act; (bii) Use reasonable, diligent its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become is subject to such reporting requirements); and (ciii) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities 1933 Act and the Exchange Act (at any time after it has become is subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become is subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time the Company agrees, so long as a public market exists for it is subject to the Common Stock periodic reporting requirements of the CompanyExchange Act, the Company agrees to use commercially reasonable efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 144(c)(1) or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicIssuance Date; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)Act; and (c) So so long as a Holder owns the Holders own any Registrable Securities, to furnish to the Holder such Holders forthwith upon request request: (i) in the event the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of under the Securities Act and of the Exchange Act Act; (at any time after it has become ii) in the event the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, ; and (iii) such other reports and documents of as the Company as a Holder Holders may reasonably request in availing itself themselves of any rule or regulation of the Commission SEC allowing a Holder them to sell any such securities without registration (at any time after registration; provided, however, that the Company has become subject shall be deemed to have furnished any such document if it shall have timely made such document available on the reporting requirements of the Exchange Act)SEC’s Electronic Data Gathering, Analysis and Retrieval System, or a successor system.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under Act or the Securities Exchange Act filed by the Company for an offering of its securities to the general public;1934, as amended. (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder owns any Registrable Securities, Securities to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits ------------------ of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC, which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, Company the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So as long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission which SEC that may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its diligent efforts to: (a) Make make and keep current public information available, as those terms are understood and defined in within the meaning of SEC Rule 144 or any similar or analogous rule promulgated under the Securities 1933 Act, at all times after it has become subject to the effective date reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public1934 Act; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after commencing ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), ; a copy of the most recent annual or quarterly report of the Company, ; and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyOrdinary Shares, the Company agrees to use its commercially reasonable efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So as long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly periodic report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Furnish to Holders of Registrable Securities, to furnish to the Holder Securities forthwith upon request request, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder of Registrable Securities may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits ------------------ of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees shall use reasonably diligent efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times beginning 90 days after the effective date Company registers a class of securities under Section 12 of the first registration Exchange Act or completes a registered offering under the Securities Act filed by the Company for an offering of its securities to the general public;Act; or (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a Furnish to any Holder owns any Registrable Securities, to furnish to the Holder forthwith promptly upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of Company completes a registered offering under the first registration statement filed by the Company for an offering of its securities to the general publicSecurities Act), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities Registrable Securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules Rule 144 and regulations any other rule or regulation of the Commission SEC which may at any time permit the sale of the Holders to sell Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So furnish to each Holder upon request, as long as a such Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request (A) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after that it has become subject to complied with the reporting requirements of the Exchange Act), Act and (B) a copy of the most recent annual or quarterly periodic report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use commercially reasonable efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So furnish to any Holder, so long as a the Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), (ii) a copy of the most recent annual or quarterly report of the Company, Company and (iii) such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Securities Shares to the public without registration, after such time as a public market exists for the Common Stock Company becomes subject to the reporting requirements of the CompanyExchange Act, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act144, at all times after while the effective date Company is subject to the reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after all times that it has become is subject to such reporting requirements); and (c) So long as a Holder owns any Registrable SecuritiesShares, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after all times that it has become is subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after all times that the Company has become is subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as registration or pursuant to a public market exists for the Common Stock of the Companyregistration on Form F-3 or Form S-3, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities Act and the Exchange Act Act, or its qualification as a registrant whose securities may be resold pursuant to Form F-3 or Form S-3 (at any time after it has become subject to the reporting requirements of the Exchange Actso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, and (iii) such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell SEC that permits the selling of any such securities without registration (at any time after the Company has become subject or pursuant to the reporting requirements of the Exchange Act)Form F-3 or Form S-3.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, Act at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a an Holder owns any Registrable Restricted Securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), ) and of the Securities Act and the Securities Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a an Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a an Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the ------------------ benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act144, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request for a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Restricted Securities (as defined in Rule 144) to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees (if, as and when the Company becomes subject to the Securities Act and/or Exchange Act) to use commercially reasonable efforts to: (a) Make and keep public information available, regarding the Company available as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public144; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); (c) Take such action, including the voluntary registration of its Registrable Securities under Section 12 of the Exchange Act, as is necessary to enable the Holders to use Form S-3 for the sale of their Registrable Securities, such action to be taken as soon as practicable after the end of the fiscal year in which the first registration statement filed by the Company for the offering of its equity securities to the general public is declared effective; and (cd) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon written request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission which SEC that may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its diligent efforts to: (a) Make make and keep current public information available, as those terms are understood and defined in within the meaning of SEC Rule 144 or any similar or analogous rule promulgated under the Securities 1933 Act, at all times after it has become subject to the effective date reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public1934 Act; (b) Use reasonable, diligent efforts to file with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request a (i) written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) commencing 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities 1933 Act and the Exchange 1934 Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) copy of the most recent annual or quarterly report of the Company, and (iii) such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities Shares to the public without registration, after such time as a public market exists for the Common Stock of Shares and until five years from the Companydate thereof, the Company agrees shall use reasonably diligent efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times beginning 90 days after (i) an IPO Event, or (ii) the effective date Company registers a class of securities under Section 12 of the first registration under the Securities Exchange Act filed by the Company for an offering of its securities to the general public;1934, as amended; or (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder owns Furnish to any Registrable Securities, to furnish to the Holder forthwith Investor promptly upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicIPO Event), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder an Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities Registrable Shares without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees to use its best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So as long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange ActAct or that it has disclosed financial statements that otherwise comply with said Rule 144), a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Investors' Registrable Securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a such Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock Ordinary Shares of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, Restricted Securities to furnish to the Holder it forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder such holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder such holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock Ordinary Shares of the Company, the Company agrees to use commercially reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So As long as a any Holder owns any Registrable Securities, Securities to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a such Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as while a public market exists for the Common Stock of the Company, the Company agrees towill: (ai) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities 1933 Act, at all times after while the effective date of the first registration Company is reporting under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (bii) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities 1933 Act and the Exchange Act (at any time after it has become is subject to such reporting requirements); and (ciii) So so long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities 1933 Act and the Exchange Act (at any time after it has become is subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become is subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock Ordinary Shares of the Company, the Company agrees to use its commercially reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general public;Exchange Act. (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder an Investor owns any Registrable Restricted Securities, to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicpublic in the United States), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder the Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder the Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under Act or the Securities Exchange Act filed by the Company for an offering of its securities to the general public;1934, as amended. (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder Purchaser owns any Registrable Securities, Restricted Securities to furnish to the Holder Purchaser forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder Purchaser may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Purchaser to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use all reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a the Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a the Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of restricted securities, as such term is understood and defined in Rule 144 under the Registrable Securities Act, to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securitiesrestricted securities, to furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an a public offering of its securities to the general publicsecurities), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a any such Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use all reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering Securities Exchange Act of its securities to the general public1934, as amended; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and (c) So long as a the Holder owns any Registrable Securities, Restricted Securities to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a the Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a the Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, Act at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and, (c) So long as a Holder Shareholder owns any Registrable Restricted Securities, to furnish to the Holder Shareholder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), ) and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder Shareholder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Shareholder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, Securities to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of restricted securities (as that term is defined in Rule 144(a)(3) under the Registrable Securities Act) to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees toto use commercially reasonable efforts: (a) Make to make and keep public information available, available as those terms are understood and defined in Rule 144 under the Securities Act, at all times from and after ninety (90) days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder any holder of Registrable Securities owns any Registrable Securitiesrestricted securities, to furnish to the Holder forthwith such holder upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed as a Holder holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder such holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering Securities Exchange Act of its securities to 1934, as amended (the general public;"Exchange Act"); ------------ (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder an Investor owns any Registrable Restricted Securities, to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder an Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock Ordinary Shares of the Company, the Company agrees to use its commercially reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general public;Exchange Act. (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder the Investor owns any Registrable Restricted Securities, to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicpublic in the United States), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder the Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder the Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use all reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a the Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a the Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the ------------------ benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its reasonable best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request therefrom a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder owns any Furnish to Holders of Registrable Securities, to furnish to the Holder Securities forthwith upon request request, a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements) or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder of Registrable Securities may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use all reasonable efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder any of the Holders owns any Registrable Restricted Securities, to furnish to the Holder such Holders forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder such Holders may reasonably request in availing itself themselves of any rule or regulation of the Commission allowing a Holder the Holders to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its reasonable commercial efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent its reasonable commercial efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder an Investor owns any Registrable Securities, Restricted Securities to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder an Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of ---- --- --------- certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities restricted securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective effect date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder an Investor owns any Registrable Securitiesrestricted securities, as such term is defined in Rule 144, to furnish to the Holder such Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration regisration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder an Investor may reasonably request in availing to avail himself or itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, Act at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to then file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder the Shareholder owns any Registrable Restricted Securities, to furnish to the Holder Shareholder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), ) and of the Securities Act and the Securities Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder Shareholder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Shareholder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities Shares to the public without registration, after such time as while a public market exists for the Common Stock of the Company, the Company agrees towill: (ai) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities 1933 Act, at all times after while the effective date of the first registration Company is reporting under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (bii) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities 1933 Act and the Exchange Act (at any time after it has become is subject to such reporting requirements); and (ciii) So so long as a Holder owns any Registrable SecuritiesShares, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities 1933 Act and the Exchange Act (at any time after it has become is subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder to sell any such securities Registrable Shares without registration (at any time after the Company has become is subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act144, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use its commercially reasonable efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So as long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use commercially reasonable efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So furnish to Bank, so long as a Holder Bank owns any Registrable Securities, to furnish to the Holder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 or any successor form thereto (“Form S-3”) (at any time after the Company so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and (iii) such other reports and documents of the Company as a Holder Bank may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Bank to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act) or pursuant to Form S-3 (at any time after the Company so qualifies to use such form).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Securities Shares to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use commercially reasonable efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable SecuritiesShares, to furnish to the Holder forthwith upon written request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of ------------------ certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, or registration on Form S-3, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So Furnish to the Holder, so long as a the Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company and (iii) such other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make use reasonable efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent use reasonable efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the shares of Registrable Securities Common held by the Stockholder to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company Pentegra agrees to: (a) Make make and keep public information available, available as those terms are understood and defined in Rule 144 promulgated under the Securities Act, at all times from and after ninety (90) days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicRegistration Statement; (b) Use reasonable, diligent use its best efforts to file with the Commission SEC in a timely manner all reports and other documents required of Pentegra under the Company under Securities Act and the Exchange Act at any time after it has become subject to such reporting requirements; and (c) so long as a Stockholder owns any shares of Registrable Common, furnish to that Stockholder forthwith upon request a written statement by Pentegra as to its compliance with the reporting requirements of Rule 144, the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the CompanyPentegra, and such other reports and documents of the Company so filed as a Holder Stockholder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder Stockholder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. (a) With a view to making available to Holders of Registrable Securities the benefits of certain rules and regulations of the Securities and Exchange Commission (the "SEC") which may at any time permit the sale of the Registrable Securities to the public without registration, at all times after such time as a public market exists for ninety (90) days after the Common Stock effective date of the Company, first registration filed by the Company for an offering of its securities to the general public the Company agrees to: (ai) Make and keep public information available, as those terms are understood and defined in SEC Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (bii) Use reasonable, diligent efforts to file File with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirementsthe "Exchange Act"); and (ciii) So long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon such Holder's request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of so filed by the Company as a such Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the ------------------ benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange Act▇▇▇▇ ▇▇▇) or that it qualifies as a registrant whose securities may be resold pursuant to a Form S-3 (at any time after it so qualifies), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration or pursuant to Form S- 3 (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of any of the Registrable Securities Warrant Shares to the public without registration, after such time as a public market exists for the Common Stock any of the CompanyWarrant Shares have been purchased by the Holder, and provided that the Company has previously registered any of its shares pursuant to the Securities Act, the Company agrees to use best efforts to: (ai) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company became subject to the reporting requirements of Section 13 of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (bii) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (ciii) So long as a Holder owns any Registrable Securities, to To furnish to the Holder forthwith upon request (A) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), (B) a copy of the most recent annual or quarterly report of the Company, and (C) such other reports and documents of the Company as a and other information in the possession of or reasonably obtainable by the Company that the Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its commercially reasonable efforts to: (a) Make and keep adequate current public information available, as those terms are understood and defined with respect to the Company available in accordance with Rule 144 under the Securities Act, at all times from and after the effective date of the first registration under the Securities Act statement filed by the Company for an offering of its securities to the general publicInitial Public Offering; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon written request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days from and after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicInitial Public Offering), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available to the VGI Stockholders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in SEC Rule 144 or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Exchange Act; and (c) So long as a VGI Stockholder owns any Registrable Securities, furnish to such VGI Stockholder forthwith upon request: a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 of the Securities Act Act, and of the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, ; and such other reports and documents of the Company as a Holder VGI Stockholder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).registration. VGI REGISTRATION; RESTRICTIONS ON TRANSFER

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times from and after ninety (90) days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; ; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act") at any time after during which it has become is subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Holders own any Restricted Securities, to furnish to the each requesting Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after during which it has become is subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company so filed as a such Holder may reasonably request in availing itself of any an) rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the CompanyStock, the Company agrees to: (a) Make make and keep adequate current public information regarding the Company available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So furnish to any Holder, so long as a the Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicit shall be so subject), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), (ii) a copy of the most recent annual or quarterly report of the Company, Company and (iii) such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common shares of Stock of the Company, the Company agrees to use its reasonable best efforts to: (a) Make make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So so long as a Holder owns the Stockholders own any Registrable Restricted Securities, to furnish to the Holder Stockholders forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicInitial Public Offering), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder Stockholder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder Stockholder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best lawful efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to promptly furnish to the such Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a such Holder to sell any such securities without registration (registration. In addition, if at any time after following the effective date of the first registration of any of the Company's securities under the Securities Act the Company has become shall cease to be subject to the reporting requirements of Section 15(d) of the Exchange Act, the Company will make available to any of the Holders the information required by Rule 15c2-11(a)(4) of the Exchange Act (or any corresponding rule hereafter in effect).

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: : (a) Make and keep public information available, as those terms are understood and defined in SEC Rule 144 or any similar or analogous rule promulgated under the 14 <PAGE> Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; ; (b) Use reasonable, diligent efforts to file File with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Exchange Act; and (c) So long as a Holder owns any Registrable Securities, furnish to such Holder forthwith upon request: a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 of the Securities Act Act, and of the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the reporting requirements of the Exchange Act), a copy of the most recent annual or quarterly report of the Company, ; and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a Holder it to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of Restricted Securities (used herein as defined in Rule 144 under the Registrable Securities Act) to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best lawful efforts to: (a) 2.6.1 Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after during which the effective date Company is subject to the reporting requirements of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicExchange Act; (b) Use reasonable, diligent efforts to file 2.6.2 File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become all times during which the Company is subject to such reporting requirements); and (c) So 2.6.3 For as long as a Holder any of the Sellers owns any Registrable SecuritiesRestricted Securities (as defined in Rule 144 promulgated under the Securities Act), to furnish to the Holder those Sellers forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities and with regard to the general public), and of the Securities Act and the Exchange Act (at any time after it has become all times during which the Company is subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder the Sellers may reasonably request in availing itself themselves of any rule or regulation of the Commission allowing a Holder the Sellers to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act).securities

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules Rule 144 promulgated under the Securities Act and regulations any other rule or regulation of the Commission which SEC that may at any time permit the sale Holders to sell securities of the Registrable Securities Company to the public without registration, after such time as registration or pursuant to a public market exists for the Common Stock of the Companyregistration on Form S-3, the Company agrees agrees, at all times after the consummation of a Public Offering to: (a) Make make and keep public information available, as those terms are understood and defined in SEC Rule 144 144, or any similar or analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)Act; and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder Holders forthwith upon request (i) a written statement by the Company as to its compliance that it has complied with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public)144, and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements) or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents of so filed by the Company Company, and (iii) such other information as a Holder may be reasonably request requested in availing itself the Holders of any rule or regulation of the Commission allowing a Holder to sell SEC that permits the selling of any such securities without registration (at any time after the Company has become subject or pursuant to the reporting requirements of the Exchange Act)such form.

Rule 144 Reporting. With a view to making available to the Holders the benefits of certain rules and regulations of the Commission which may at any time permit the sale a Holder to sell securities of the Registrable Securities Partnership to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company Partnership agrees to: (a) Make Use its commercially reasonable efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after following the effective date of the first registration under the Securities Act filed by the Company Partnership for an offering of its securities to the general public; (b) Use reasonable, diligent its commercially reasonable efforts to file with the Commission in a timely manner all reports and other documents required of the Company Partnership under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements)following registration of any of its securities under the Securities Act or Exchange Act; and (c) So long as a Holder owns any Registrable Securities, to furnish to the such Holder forthwith upon request a written statement by the Company Partnership as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general publicInitial Public Offering), and of the Securities Act and the Exchange Act (at following registration of any time after it has become subject to of its securities under the reporting requirements of the Securities Act or Exchange Act), a copy of the most recent annual or quarterly report of the CompanyPartnership, and such other reports and documents of the Company so filed as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the ------------------ benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act). (d) Take such action, including the voluntary registration of its Common Stock under Section 12 of the Exchange Act, as is necessary to enable the Holders to utilize Form S-3 for the sale of their Registrable Securities, such action to be taken as soon as practicable after the fiscal year in which the first registration statement filed by the Company for the offering of its securities to the general public is declared effective.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission SEC which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to use its best efforts to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times from and after ninety (90) days following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general publicIPO; (b) Use reasonable, diligent efforts to file File with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Preferred Holder owns any Registrable Securities, to furnish to the such Preferred Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company Company, and such other reports and documents so filed as a Preferred Holder may reasonably request in availing itself of any rule or regulation of the Commission SEC allowing a such Preferred Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which that may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as or pursuant to a public market exists for the Common Stock of the Companyregistration on Form S-3, the Company agrees to use its best efforts to: (a) Make and keep public information available, regarding the Company available as those terms are understood and defined in Rule 144 under the Securities Act, at all times after following the effective date of the first registration under the Securities Act filed by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent efforts to file File with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after it has become subject to such reporting requirements); and; (c) So long as a Holder owns any Registrable Restricted Securities, to furnish to the Holder forthwith upon written request (i) a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time from and after ninety (90) days after following the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange Act (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), or its qualification as a registrant whose securities may be resold pursuant to Form S- 3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, and (iii) such other reports and documents of the Company so filed as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date of the first registration under the Securities Act filed fled by the Company for an offering of its securities to the general public; (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 1934 Act (at any time after it has become subject to such reporting requirements); and (c) So long as a Holder owns any Registrable Securities, to furnish to the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) 90 days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Exchange 1934 Act (at any time after it has become subject to the reporting requirements of the Exchange 1934 Act), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange 1934 Act).

Rule 144 Reporting. With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Restricted Securities to the public without registration, after such time as a public market exists for the Common Stock of the Company, the Company agrees to: (a) Make Use its best efforts to make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times after the effective date that the Company becomes subject to the reporting requirements of the first registration under the Securities Act filed by or the Company for an offering Securities Exchange Act of its securities to the general public;1934, as amended. (b) Use reasonable, diligent its best efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Securities Exchange Act of 1934, as amended (at any time after it has become subject to such reporting requirements); and; (c) Register its Common Stock under Section 12 of the Exchange Act as soon as practicable after the end of the fiscal year in which the first registration statement filed by the Company for the offering of its securities to the general public is declared effective. (d) So long as a Holder an Investor owns any Registrable Securities, Restricted Securities to furnish to the Holder Investor forthwith upon request a written statement by the Company as to its compliance with the reporting requirements of said Rule 144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company for an offering of its securities to the general public), and of the Securities Act and the Securities Exchange Act of 1934 (at any time after it has become subject to the such reporting requirements of the Exchange Actrequirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of or reasonably obtainable by the Company as a Holder an Investor may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder an Investor to sell any such securities without registration (at any time after the Company has become subject to the reporting requirements of the Exchange Act)registration.