Common use of No Effective Registration Clause in Contracts

No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder may be converted into Common Stock unless (i) either (x) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists or (y) an exemption from registration of the Common Stock is available to pursuant to Rule 144 of the Securities Act and (ii) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s option.

Appears in 8 contracts

Samples: Subordination Agreement (Bio Key International Inc), Bio Key International Inc, Dynamic Health Products Inc

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No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder may be converted into Common Stock unless (i) either (x) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists or (y) an exemption from registration of the Common Stock is available to pursuant to Rule 144 of the Securities Act and (ii) no Event of Default hereunder exists and is continuing, unless such Event of Default which has had, or could reasonably be expected to have a Material Adverse Effect is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s option.

Appears in 2 contracts

Samples: Powercold Corp, Powercold Corp

No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder no amount payable hereunder may be converted into paid in shares of Common Stock by the Borrower without the Holder’s consent unless (ia) either (xi) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists exists, or (yii) an exemption from registration of the Common Stock is available to pursuant to Rule 144 144(k) of the Securities Act Act, and (iib) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s 's option.

Appears in 2 contracts

Samples: Innovative Food Holdings Inc, Alpha Solarco Inc

No Effective Registration. Notwithstanding anything to the contrary herein, none of no amount outstanding hereunder or under the Borrower’s obligations to Purchase Agreement or the Holder other Related Agreements may be converted into Common Stock unless (i) either (x) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists or (y) an exemption from registration of the Common Stock is available to pursuant to Rule 144 of the Securities Act and (ii) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s 's option.

Appears in 2 contracts

Samples: Elec Communications Corp, Elec Communications Corp

No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder no amount payable hereunder may be converted into Common Stock by the Borrower without the Holder’s consent unless (ia) either (xi) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists exists, or (yii) an exemption from registration of the Common Stock is available to pursuant to Rule 144 144(k) of the Securities Act Act, and (iib) no Event of Default hereunder exists and is continuing, unless such Event of Default is has been cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s 's option.

Appears in 1 contract

Samples: Goldspring Inc

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No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder no amount payable hereunder may be converted into paid in shares of Common Stock by the Borrower without the Holder’s consent unless (ia) either (xi) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists exists, or (yii) an exemption from registration of the Common Stock is available to pursuant to Rule 144 144(k) of the Securities Act Act, and (iib) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s option.

Appears in 1 contract

Samples: Ibsg International Inc

No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder no amount payable hereunder may be converted into paid in shares of Common Stock by the Borrower without the Holder's consent unless (ia) either (xi) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists exists, or (yii) an exemption from registration of the Common Stock is available to pursuant to Rule 144 144(k) of the Securities Act Act, and (iib) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s 's option.

Appears in 1 contract

Samples: Dyneco Corp

No Effective Registration. Notwithstanding anything to the contrary herein, none of the Borrower’s obligations to the Holder no amount payable hereunder may be converted into made in shares of Common Stock by the Borrower without the Holder’s consent unless (ia) either (xi) an effective current Registration Statement (as defined in the Registration Rights Agreement) covering the shares of Common Stock to be issued in connection with satisfaction of such obligations exists exists, or (yii) an exemption from registration of the Common Stock is available to pursuant to Rule 144 144(k) of the Securities Act Act, and (iib) no Event of Default hereunder exists and is continuing, unless such Event of Default is cured within any applicable cure period or is otherwise waived in writing by the Holder in whole or in part at the Holder’s option.

Appears in 1 contract

Samples: Trend Mining Co

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