(d) Registration Under Securities Act of 1933, as Amended. The Company agrees that the Shares shall be entitled to certain registration rights (Registration Rights), as set forth in that certain Eighth Amended and Restated Registration Rights Agreement dated as of June30, 2011, among the Company and the Companys stockholders named therein, (as may be amended, the Registration Rights Agreement). The Company agrees to amend the Registration Rights Agreement to make Holder a party thereto for such purpose. Failure to provide such Registration Rights to Holder within ninety (90)days of the date of the first Loan under the Loan Agreement, shall, at Holders option, be an Event of Default under the Loan Agreement. Notwithstanding anything to the contrary in the Registration Rights Agreement, such registration rights shall be pari passu with the rights of all other Holders, as defined therein, and the Company shall obtain the requisite prior written consent of the Holders to ensure Holder receives such pari passu registration rights. Upon becoming a party to the Registration Rights Agreement, Holder agrees to be bound by the terms and conditions thereof. The Company represents and warrants to Holder that the Companys execution, delivery and performance of the Registration Rights Agreement (a)has been duly authorized by all necessary corporate action of the Companys Board of Directors and stockholders, (b)does not and will not violate the Companys Charter or Bylaws, each as amended, (c)does not and will not violate or cause a breach or default (or an event which with the passage oftime or the giving of notice or both, would constitute a breach or default) under any agreement, instrument, mortgage, deed of trust or other arrangement to which the Company is a party or to or by which it or any of its assets is subject or bound, and (d)does not require the approval, consent or waiver of or by any shareholder, registration rights holder or other third party which approval, consent or waiver has not been obtained as of the date of issuance of this Warrant.