Common use of 144 Default Clause in Contracts

144 Default. In the event commencing twelve (12) months after the Closing Date and ending twenty-four (24) months thereafter, provided the Buyer owns any of the Securities, the Buyer is not permitted to resell any of the Commitment Shares, Returnable Shares, or Conversion Shares without any restrictive legend or if such sales are permitted but subject to volume limitations or further restrictions on resale as a result of the unavailability to Subscriber of Rule 144(b)(1)(i) under the 1933 Act or any successor rule (a “144 Default”), for any reason except for Buyers’ status as an Affiliate or “control person” of the Company, or as a result of a change in current applicable securities laws, then the Company shall pay such Buyer as liquidated damages and not as a penalty an amount equal to two percent (2%) of the value of the shares (based on the closing sale of the Common Stock) subject to such 144 Default during the pendency of the 144 Default of each thirty day period thereafter (or portion thereof); provided, however, that the aggregate amount of any liquidated damages payable by the Company under this Section 9(d) shall not exceed $25,000.

144 Default. In the event commencing twelve (12) months after the Closing Date and ending twenty-four (24) months thereafter, provided the Buyer owns any of the Securities, the Buyer is not permitted to resell any of the Commitment Shares, Returnable Shares, Shares or Conversion Shares without any restrictive legend or if such sales are permitted but subject to volume limitations or further restrictions on resale as a result of the unavailability to Subscriber of Rule 144(b)(1)(i) under the 1933 Act or any successor rule (a “144 Default”), for any reason except for Buyers’ status as an Affiliate or “control person” of the Company, or as a result of a change in current applicable securities laws, then the Company shall pay such Buyer as liquidated damages and not as a penalty an amount equal to two percent (2%) of the value of the shares (based on the closing sale of the Common Stock) subject to such 144 Default during the pendency of the 144 Default of each thirty day period thereafter (or portion thereof); provided, however, that the aggregate amount of any liquidated damages payable by the Company under this Section 9(d) shall not exceed $25,000.