Extract to table

2 Minimum Threshold Each demand must cover Registrable Securities with an anticipated aggregate offering price, net of underwriting discounts and commissions, of at least $50,000,000

Following the filing of the registration statement, the Company must use its reasonable best efforts to cause such registration statement to become effective as soon as practicable after filing

The Holder's election notice must specify the number of Registrable Securities the Holder wishes to include in the registration

Make available for inspection by the managing underwriter(s), any participating Holder, and the counsel for such Holder or underwriter(s), all financial and other records, documents, and properties of the Company as may be reasonably necessary to enable them to conduct customary due diligence, and cause the Company's officers, directors, employees, counsel, and independent auditors to supply all information reasonably requested by such persons in connection with such registration; provided, that any information that is designated in writing by the Company as confidential shall be kept confidential by such persons unless disclosure is required by law or judicial or administrative order, and the parties shall execute customary confidentiality agreements in connection with such access

Transfer and Assignment of Registration Rights The registration rights granted under the RRA are transferable by a Holder to a "permitted transferee," subject to the following conditions: (a) The transferee must acquire at least five million (5,000,000) shares of Registrable Securities from the transferring Holder, or all remaining Registrable Securities held by the transferring Holder if such Holder holds fewer than 5,000,000 shares at the time of the transfer; (b) The transferee must agree in writing to be bound by all of the terms and conditions of the Registration Rights Agreement, by executing a joinder agreement in the form attached as an exhibit to the RRA; (c) The Company must be given written notice of the transfer prior to, or promptly following, the consummation of the transfer, which notice must include the identity and address of the transferee and the number of Registrable Securities transferred; and (d) The transfer must otherwise comply with all applicable federal and state securities laws

The Company must maintain the effectiveness of any Shelf Registration Statement on a continuous basis