PERIOD OF 180 DAYS FROM THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT.
4.
REGISTRATION ON FORM S-3.
(A)
IN CASE THE COMPANY SHALL RECEIVE FROM A
HOLDER OR HOLDERS OF MORE THAN 50% OF THE THEN OUTSTANDING REGISTRABLE
SECURITIES A WRITTEN REQUEST THAT THE COMPANY FILE A REGISTRATION STATEMENT ON
FORM S-3 (OR ANY SUCCESSOR FORM TO FORM S-3) FOR A PUBLIC OFFERING OF SHARES OF
REGISTRABLE SECURITIES HAVING AN AGGREGATE PRICE TO THE PUBLIC (NET OF
UNDERWRITERS DISCOUNTS AND COMMISSIONS) OF AT LEAST $500,000 OR A PUBLIC
OFFERING OF AT LEAST 300,000 SHARES OF REGISTRABLE SECURITIES AND THE COMPANY IS
A REGISTRANT ENTITLED TO USE FORM S-3 TO REGISTER THE SHARES OF REGISTRABLE
SECURITIES FOR SUCH AN OFFERING, THE COMPANY SHALL USE COMMERCIALLY REASONABLE
EFFORTS TO CAUSE SUCH SHARES OF REGISTRABLE SECURITIES TO BE REGISTERED FOR THE
OFFERING ON SUCH FORM AND TO CAUSE SUCH SHARES OF REGISTRABLE SECURITIES TO BE
QUALIFIED IN SUCH JURISDICTIONS AS SUCH HOLDER MAY
4
REASONABLY REQUEST.
IF SUCH OFFER IS TO BE AN UNDERWRITTEN OFFERING, THE
UNDERWRITERS SHALL BE SELECTED BY THE HOLDER OR HOLDERS REQUESTING THE
REGISTRATION AND BE REASONABLY ACCEPTABLE TO THE COMPANY.
(B)
THERE SHALL BE NO LIMIT ON THE NUMBER OF
REGISTRATION REQUESTS BY HOLDERS PURSUANT TO THE PRECEDING PARAGRAPH.
(C)
THE PROVISIONS OF SECTION 2(B)(I), (III),
AND (IV) AND SECTION 2(C) SHALL APPLY TO ANY REQUEST FOR REGISTRATION PURSUANT
TO SECTION 4(A).
5.
REGISTRATION PROCEDURES.
IN
CONNECTION WITH EACH REGISTRATION EFFECTED PURSUANT TO SECTION 2, 3 OR 4, THE
COMPANY SHALL, EXCEPT AS PROVIDED IN SECTION 2(B) AND 4(C):
(A)
PROMPTLY PREPARE AND FILE WITH THE SEC A
REGISTRATION STATEMENT AND SUCH AMENDMENTS AND SUPPLEMENTS TO SUCH REGISTRATION
STATEMENT AND THE PROSPECTUS USED IN CONNECTION WITH SUCH REGISTRATION
STATEMENT, OR PREPARE AND FILE SUCH ADDITIONAL REGISTRATION STATEMENTS, AS MAY
BE NECESSARY TO COMPLY WITH THE PROVISIONS OF THE SECURITIES ACT WITH RESPECT TO
THE DISPOSITION OF ALL SECURITIES COVERED BY SUCH REGISTRATION STATEMENT IN
ACCORDANCE WITH THE INTENDED METHODS OF DISPOSITION BY THE SELLER THEREOF AS SET
FORTH IN THE REGISTRATION STATEMENT (AND THE DISPOSITION OF ALL SHARES OF
REGISTRABLE SECURITIES AS NECESSARY TO COMPLY WITH THIS AGREEMENT) AND NOTIFY
EACH HOLDER OF THE FILING AND EFFECTIVENESS OF SUCH REGISTRATION STATEMENT AND
ANY AMENDMENTS OR SUPPLEMENTS THERETO.
THE COMPANY SHALL PROMPTLY FORWARD TO
EACH PARTICIPATING HOLDER'S COUNSEL A COPY OF ANY CORRESPONDENCE OR OTHER
WRITTEN COMMUNICATIONS WITH THE SEC OR OTHER REGULATORY AUTHORITY, RELATING TO
THE REGISTRATION STATEMENT OR THE SHARES OF REGISTRABLE SECURITIES.
(B)
AFTER THE REGISTRATION, AT A HOLDER'S
REQUEST, FURNISH TO EACH PARTICIPATING HOLDER SUCH NUMBER OF COPIES OF A CURRENT
PROSPECTUS CONFORMING WITH THE REQUIREMENTS OF THE SECURITIES ACT AND ANY OTHER
DOCUMENTS INCIDENT THERETO, COPIES OF THE REGISTRATION STATEMENT, ANY AMENDMENT
OR SUPPLEMENT TO SUCH PROSPECTUS OR REGISTRATION STATEMENT AND ANY DOCUMENTS
INCORPORATED BY REFERENCE THEREIN AND SUCH OTHER DOCUMENTS AS SUCH HOLDER MAY
FROM TIME TO TIME REASONABLY REQUEST IN ORDER TO FACILITATE THE DISPOSITION OF
THE SHARES OF REGISTRABLE SECURITIES