Default Shares. (a) If any Purchaser (a "Defaulting Purchaser") fails or refuses to purchase and pay for the number of Additional Shares agreed to be purchased by such Purchaser at any Additional Closing, the Company shall immediately give notice thereof to the Purchasers other than the Defaulting Purchaser (the "Non-Defaulting Purchasers").
Default Shares. (a) In the event that the Registration Statement or Registration Statements required to be filed pursuant to Section 2 relating to the Registrable Securities shall not be filed within thirty (30) days from the Closing Date, Company shall issue and deliver, free of charge and without cost, to the Holders (i) within ten (10) days of the end of such thirty (30) day period, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 1% of the Shares and the Warrant Shares (with additional shares issued pursuant to this Section 5(a) referred to as "Default Shares") and (ii) within ten (10) days of the first sixty (60) day -------------- period, beginning on the Closing Date, if such Registration Statement shall not have been filed by the end of such sixty (60) day period, additional certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 3% of such Shares and Warrant Shares. In addition, in the event that the Registration Statement or Registration Statements required to be filed pursuant to Section 2 hereof shall not be declared effective by the Commission within one hundred twenty (120) days from the Closing Date, Company shall issue and deliver, free of charge and without cost, to the Holders within ten (10) days of the end of such time period, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 3% of the Shares and the Warrant Shares.
Default Shares. 13 2.4 FINANCIAL ACCOUNTING POSITIONS; TAX REPORTING...........................................................15 2.5
Default Shares. In the event that the registration statement to be filed pursuant to Section 4(b) shall not be declared effective by the SEC within 135 days from the Closing Date (the "DEFAULT DATE"), regardless of whether or not such registration statement shall have been filed, the Company shall issue and deliver, free of charge and without cost, to the Investor (i) within 10 days of the Default Date, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to 5% of the Conversion Shares and the Warrant Shares and (ii) within 10 days of the last date of each additional 30-day period in which such registration statement shall not have been declared effective by the SEC, additional certificates representing a number of fully paid, non-assessable shares of Common Stock equal to 5% of the Conversion Shares, the Warrant Shares and any issued Default Shares. Notwithstanding anything to the contrary contained in this Section 4(g), the 135-day period preceding the Default Date or an additional 30-day period referred to above shall be extended for a period of time equal to the number of days in which an act of God, earthquake, fire, other natural disaster, shut-down of the United States government, strike or act of war occurring during such period continues and reasonably prevents action from being taken to achieve effectiveness of the registration statement. Any and all shares of Common Stock issued and delivered by the Company pursuant to this Section 4(g) shall constitute "Registrable Securities," and the Company shall be required to register them under the Securities Act in accordance with the provisions of this Agreement.
Default Shares. (i) In the event that the registration statement required to be filed pursuant to Section 4(b) relating to the Shares delivered at the First Closing shall not be declared effective by the SEC within 180 days from the date of the First Closing, the Company shall issue and deliver, free of charge and without cost, to the Investors (i) within 10 days of such 180th day, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 2% of the Shares issued or issuable with respect to the First Closing (with additional shares issued pursuant to this Section 4(h) referred to as "DEFAULT SHARES") and (ii) within 10 days of the last date of each additional 30-day period in which such registration statement shall not have been declared effective by the SEC, additional certificates representing a number of fully paid, non-assessable shares of Common Stock equal to 2% of the aggregate of such Shares and any Default Shares issued under this Section 4(h)(i);
Default Shares. In the event that there exists an Event of Default (as defined in the Promissory Note) with respect to any Promissory Note, the Purchaser shall have the option, at the Second Closing, the Third Closing or the Fourth Closing, to receive an amount of shares of Common Stock equal to the product of (a) the aggregate amount of Default Interest (as defined in such Promissory Note) due and payable under such Promissory Note, multiplied by (b) 0.24 (the “Default Shares”). Purchaser’s receipt of such Default Shares shall be deemed payment of the Default Interest on such Promissory Note and shall be in addition to, and shall not limit or reduce the amount of, any Purchased Shares that Purchaser is entitled to purchase pursuant to this Agreement.
Default Shares if a Founder ceases to be employed or engaged by the Company in circumstances where he or she is a Bad Leaver, the Company may by written notice, buy back all (but not some only) of the vested Shares held by that Founder (Default Shares) or direct that Founder to transfer to a person nominated by the Board all of the Default Shares at the price set out in clause 14.6;
Default Shares. (a) In the event that the Registration Statement or Registration Statements required to be filed pursuant to Section 2 hereof shall not be declared effective by July 15, 2000 (the "Target Effective Date"), the Company shall issue and deliver, free of charge and without cost, to the Holders (i) within ten (10) days of the Target Effective Date, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 1% of the Shares (with additional shares issued pursuant to this Section 5(a) referred to as "Default Shares"), and (ii) if such Registration Statement shall not have been declared effective at the end of each thirty (30) day period following the Target Effective Date, within ten (10) days of each such thirty (30) day period, additional certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 1% of such Shares.
Default Shares. (i) In the event that the registration statement required to be filed pursuant to Section 4(b) relating to the Shares and the Warrant Shares underlying the Warrants delivered at the First Closing shall not be declared effective by the SEC within 90 days from the date of the First Closing, the Company shall issue and deliver, free of charge and without cost, to the Purchasers (i) within 10 days of such ninetieth day, certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 2% of the Shares and the Warrant Shares issued or issuable with respect to the First Closing (with additional shares issued pursuant to this Section 4(h) referred to as "DEFAULT SHARES") and (ii) within 10 days of the last date of each additional 30-day period in which such registration statement shall not have been declared effective by the SEC, additional certificates representing a number of fully paid, non-assessable shares of Common Stock equal to the aggregate of 2% of such Shares and Warrant Shares and any issued Default Shares;
Default Shares. The provisions of Section 2.1(c) and 2.3 of the Original Agreement shall not apply to JHW II's failure to purchase and pay for the JHW II Additional Shares on the date hereof, but shall only apply in the event JHW II fails or refuses to pay for the JHW II Additional Shares, in accordance with the terms and subject to the conditions of the Agreement, on the JHW II Second Closing Date.
