Examples of Filing Default in a sentence
Any Liquidated Damages payable with respect to a Filing Default shall accrue from and including the day after the last day of the applicable time period specified in Section 2.1(d) to but excluding the earliest to occur of (1) the date such Filing Default is cured, (2) the expiration of the Effectiveness Period or (3) the date on which the relevant Notes either (i) cease to be Registrable Securities or (ii) are converted into Common Stock.
The Outstanding Balance of the Note immediately prior to the Filing Default Date (before applying the first of two Balance Increases) was $44,488.14.
In connection with the financing activity with Ionic, the Company issued 15,000 Ordinary Shares as Filing Default Shares and 10,000 Effectiveness Default Shares.On May 6, 2021, the Company issued 80,232 Ordinary Shares as compensation fees to two service for marketing and promotion services of the Company.
If the Registration Statement is not filed with the Commission on or before the Filing Date (a “Filing Default”), the Company shall pay liquidated damages to each Holder, from and including the day that the day following such Filing Default until the date that the Registration Statement is filed with the Commission, at a rate per month (or portion thereof) equal to 0.50% of the total purchase price of the Shares purchased by such Holder pursuant to the Purchase Agreement (the “Default Rate”).
The Company shall file such Registration Statement no later than ninety (90) days after the Closing Date (the “Filing Default”), and shall use reasonable best efforts to cause such Registration Statement to become effective within one hundred and fifty (150) days after the Closing Date (the “Effectiveness Default”, and each of an Effectiveness Default and a Filing Default, a “Registration Default”).
The Commitment Shares, Additional Commitment Shares, Filing Default Shares and Effectiveness Default Shares shall be validly issued, fully paid and nonassessable and free from all taxes, Liens, charges, restrictions, rights of first refusal and preemptive rights with respect to the issue thereof, with the holders being entitled to all rights accorded to a holder of Ordinary Shares.
The August Waiver is deemed to be effective notwithstanding the existence of the SEC Filing Default, Enterworks Note Default and Subordinated Note Payment Defaults on the date thereof, and the First Amendment is deemed to be effective notwithstanding the existence of the SEC Filing Default, Enterworks Note Default, Subordinated Note Payment Defaults and August Waiver Default on the date thereof.
Upon written notice to the Company given by the holders of a majority of the then outstanding shares of Series B Preferred Stock at any time following and during the continuance of any Financial Statement Filing Default (as defined herein) or Financial Statement Breach (as defined herein) (collectively, a “ Default”), the holders of Series B Preferred Stock shall as a class become entitled to Special Voting Rights (as hereinafter defined).
The Company shall also file with the SEC a registration statement on Form F-1 (the “Registration Statement”) covering the resale of no less than 6,118,125 Purchase Shares, 156,875 Commitment Shares, 15,000 Filing Default Shares and 10,000 Effectiveness Default Shares in accordance with the terms of the Registration Rights Agreement.
This forbearance relates only to the Filing Default or the Delivery Default and shall not be construed to be (a) a waiver as to future compliance to timely deliver any future Form 10-Q, Form 10-K or its financial statements, including, without limitation, as required in the last sentence of this Section 2 and as required for subsequent fiscal quarters or years, or to otherwise comply with any other covenant in the Credit Agreement or (b) a waiver of any other Default or Event of Default that may exist.