Common use of Time Table Clause in Contracts

Time Table. The Company, through Microdel, shall act to the best of its ability to ensure that the Offering comes about by no later than November 31, 2009 (hereinafter, “the Final Date”). If the Offering is not completed by the Final Date and the Company’s shares are not registered for trade by the Final Date, but the American attorney whose services are being used for the purpose of the Offering shall affirm in writing, prior to the Final Date, that there is significant progress being made to promote the Offering and that he needs a bit more time, not to exceed two months, in order to complete the process while noting in his letter that it is almost certain that the Offering shall be completed within that period of time, then the Company shall agree to extend the Final Date for additional period of up to two months, provided that Microdel shall continue to fund the Company’s current activity as stated in section 7 below. In the event of an extension as stated, the Final Date shall occur at the end of the extended period which shall be, in any event, not later than January 30, 2010. The board of directors shall be permitted, but not required, to extend the Final Date beyond January 30, 2010, provided that the decision pursuant to extending the Final Date beyond January 30, 2010 is passed with a majority of 85% of the votes cast by the Company’s board of directors, wherein the directors appointed by Microdel shall be excluded from voting on this matter. Failure to extend the Final Date shall not be considered, in any case, as an unreasonable decision and/or for unreasonable cause, and the failure to pass this decision shall not entitle Microdel and/or any other entity (including the private investors, the consultant, the employees and service providers who were hired ahead of the Offering) to any compensation whatsoever. Should the Company not decide to extend the Final Date beyond November 30, 2009, then the Company undertakes not to use the services of the present offering consultant for a period of 9 months from the Final Date, unless it has received authorization for this from Microdel.

Appears in 2 contracts

Sources: Pre Offering Agreement (New Air, Inc.), Pre Offering Agreement (New Air, Inc.)