Registration Default. If (A) the Registration Statement is not filed on or before the Filing Deadline or declared effective by the Commission on or before the Registration Deadline, (B) after the Registration Statement has been declared effective by the Commission and during a period in which an Allowed Delay (as hereinafter defined) is not in effect, sales of Registrable Securities cannot be made by a Holder under the Registration Statement for any reason not within the exclusive control of such Holder (other than such Registrable Securities as are then freely saleable pursuant to Rule 144(k)), or (C) an amendment to the Registration Statement, or a new registration statement, required to be filed pursuant to the terms of paragraph 4(k) below is not filed on or before the date required by such paragraph (each of (A), (B) and (C) being referred to herein as a "Registration Default"), and such Registration Default, (i) in the case of a Registration Default described in clause (A), occurs or is continuing after seven (7) business days following delivery of a written notice of the Registration Deadline by Investor at any time after the date that is thirty (30) days prior to the Registration Deadline, or (ii) in the case of a Registration Default described in clause (B), or clause (C), continues for seven (7) business days following delivery of a written notice of such default by the Investor to the Company, the Company shall make payments to each Holder equal to one and one-half percent (1.5%) of the aggregate amount of principal and interest outstanding on the Debentures then held by such Holder for each thirty (30) day period in which a Registration Default occurs (prorated for any period of less than thirty days). Each such payment shall be made within five (5) Business Days following the last day of the calendar month in which a Registration Default occurs. Any such payment shall be in addition to any other remedies available to each Holder at law or in equity, whether pursuant to the terms hereof, the Securities Purchase Agreement, or otherwise.
Registration Default. The occurrence of a Non- Registration Event as described in Section 10.4 of the Subscription Agreement except that with respect to a Non-Registration Event in connection with the required declared effectiveness of the Registration Statement (as defined in the Subscription Agreement) on or before the Effective Date (as defined in the Subscription Agreement) such Non- Registration Event must be continuing on or occur after a date which is one-hundred and twenty (120) days after the Closing Date (as defined in the Subscription Agreement).
Registration Default. The occurrence of a Non-Registration Event as described in Section 10.4 of the Subscription Agreement.
Registration Default. See Section 4(a) hereof.
Registration Default. The occurrence of a Non-Registration Event as described in Section 9.4 of the Purchase Agreement.
Registration Default. See Section 4(a).
Registration Default. The occurrence of a Registration Default as described in Section 10.4 of the Subscription Agreement.
Registration Default. If the Registration Statement covering the Registrable Securities required to be filed by the Company pursuant to Section 2(a), is not (i) filed with the Commission within 120 days after the Closing Date or (ii) declared effective by the Commission within 270 days after the Closing Date or, if the proviso in Section 2(a) shall be applicable, 330 days after the Closing Date (either of which, as applicable, without duplication, an "Initial Date"), then the Company shall make the payments to the Initial Investor as provided in the next sentence as liquidated damages and not as a penalty. The amount to be paid by the Company to the Initial Investor shall be determined as of each Computation Date (as defined below), and such amount shall be equal to 1% (the "Liquidated Damage Rate") of the Stated Value (as defined in the Certificate of Designation) of the outstanding Preferred Shares (as defined in the Securities Exchange Agreement) from the Initial Date to the first Computation Date and for each Computation Date thereafter, calculated on a pro rata basis to the date on which the Registration Statement is filed with (in the event of an Initial Date pursuant to clause (i) above) or declared effective by (in the event of an Initial Date pursuant to clause (ii) above) the Commission (the "Periodic Amount") provided, however, that in no event shall the liquidated damages be less than $25,000; provided, further, however, that if the Registration Statement is not declared effective by the Commission within 270 days after the Initial Date set forth in clause (ii) above, or, if the proviso in Section 2(a) is applicable, 330 days after the Initial Date set forth in clause (ii) above, then the Liquidated Damage Rate shall increase to 2%; provided, further, however, that the Liquidated Damage Rate shall increase by 1% for each 60 day period after the 270th day after the Initial Date set forth in clause (ii) above or, if the proviso in Section 2(a) is applicable, 330 days after the Initial Date set forth in clause (ii) above, that the Registration Statement is not declared effective by the Commission. The full Periodic Amount shall be paid by the Company to the Initial Investor by wire transfer of immediately available funds within three days after each Computation Date.
Registration Default. In the event that a Registration Default (as defined in the Registration Rights Agreement) occurs, the Company shall pay additional interest (in addition to the interest otherwise due) (“Additional Interest”) to the Holder from and including the date on which any such Registration Default occurs to but excluding the date on which the Registration Defaults have ceased to be continuing at a rate of 0.25% per annum (the “Additional Interest Rate”) and with respect to each subsequent 90-day period until all Registration Defaults have been cured or otherwise cease to be continuing. Additional Interest will increase by an additional 0.25% per annum with respect to each such subsequent 90-day period, up to a maximum amount of Additional Interest for all Registration Defaults of 1.00% per annum of the principal amount of Transfer Restricted Securities (as defined in the Registration Rights Agreement) for any period; provided, however, that, (x) if after all Registration Defaults have been cured or otherwise cease to be continuing (upon which event, no Additional Interest will continue to accrue), a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions and (y) for the avoidance of doubt, Additional Interest will only accrue on Securities which are Transfer Restricted Securities. Any amounts of Additional Interest due pursuant to this Section 110 will be payable in cash on the regular interest payment dates with respect to the Notes and in the same manner and to the same persons as ordinary interest. The amount of Additional Interest will be determined by multiplying the applicable Additional Interest Rate by the principal amount of the Notes and further multiplied by a fraction, the numerator of which is the number of days such Additional Interest Rate was applicable during such period (determined on the basis of a 360 day year comprised of twelve 30 day months), and the denominator of which is 360.
Registration Default. If the Registration Statement covering the Registrable Securities required to be filed by the Company pursuant to Section 2(a) is not (i) filed with the Commission by the Filing Deadline, or (ii) declared effective by the Commission by the Effectiveness Deadline (each of the Filing Deadline and Effectiveness Deadline, an “Initial Date”), then the Company shall make the payments to the Holders of the Registrable Securities as provided in the next sentence as liquidated damages and not as a penalty. The amount to be paid by the Company to the Holders shall be determined as of each Computation Date (as defined below) and, as applicable, the actual filing and effectiveness dates of the Registration Statement, and such amount shall be equal to 2.5% (the “Liquidated Damage Rate”) of the Purchase Price (as defined in the Subscription Agreement) for the period from the Initial Date to the first Computation Date, and for each 30-day period of any subsequent Computation Dates thereafter, calculated on a pro rata basis to the date on which the Registration Statement is filed with (in the event of an Initial Date pursuant to clause (i) above) or declared effective by (in the event of an Initial Date pursuant to clause (ii) above) the Commission (the “Periodic Amount”). The full Periodic Amount shall be paid by the Company to the Holders, pro rata, by wire transfer of immediately available funds within three days after each Computation Date and, as applicable, the actual filing and effectiveness dates of the Registration Statement. As used in this Section 2(b), “Computation Date” means the date which is 30 days after the Initial Date and, if the Registration Statement to be filed by the Company pursuant to Section 2(a) has not theretofore been filed with the Commission or declared effective by the Commission, as the case may be, each date which is 30 days after the previous Computation Date until such Registration Statement is so filed or declared effective, as the case may be. Notwithstanding the above, if the Registration Statement covering the Registrable Securities required to be filed by the Company pursuant to Section 2(a) hereof is not filed with the Commission by the Filing Deadline, the Company shall be in default of the terms of this Appendix I, and the Holders shall be entitled to damages as set forth above.
