Periodic Amount Percentage means (A) one percent (1%) of the Purchase Price of all Debentures for the first two Computation Dates after the relevant Required Filing Date; and (B) two percent (2%) of the Purchase Price of all Debentures to any Computation Date thereafter. Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Purchase Price shall be deemed to refer to the sum of (X) the principal amount of all Debentures not yet converted and (Y) the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective by August 27, 2006, the Periodic Amount will aggregate two percent (2%).
Periodic Amount Percentage means (A) two percent (2%) of the Purchase Price of all Debentures for the first Computation Date after the relevant Required Filing Date, Required Effective Date or Restricted Sale Date, as the case may be: and (B) two percent (2%) of the Purchase Price of all Debentures to each Computation Date thereafter. Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Purchase Price shall be deemed to refer to the sum of (X) the principal amount of all Debentures not yet converted and (Y) the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until two hundred (200) days after the Closing Date, the Periodic Amount will aggregate six percent (6%) of the Purchase Price of the Debentures theretofore issued (4% for days 121-180 plus 2% for days 181-200).
Periodic Amount Percentage means two percent (2) of the Purchase Price of all Debentures for each Computation Period (and pro rata for any Computation Period which is less than thirty [30] days). Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Purchase Price shall be deemed to refer to the sum of (X) the principal amount of all Debentures not yet converted and (Y) the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until seventy-five (75) days after the Initial Required Effective Date, the Periodic Amount will aggregate five percent (5%) of the Purchase Price of the Debentures (2% for days 1-30, plus 2% for days 31-60, plus 1% for days 61-75).
Examples of Periodic Amount Percentage in a sentence
By way of example, and not in limitation of the foregoing, if the aggregate Periodic Amount Percentage is five percent (5%), assuming no prior Periodic Amount Percentages had been applied to the Conversion Price, (x) the Variable Conversion Price shall be reduced by an amount equal to 5% multiplied by the Variable Conversion Price, and (y) the Fixed Conversion Price shall be reduced by an amount equal to 5% multiplied by the Fixed Conversion Price.
The Periodic Amount Percentage shall be applied as of each Computation Date, provided however, if there is more than one Computation Date, the Periodic Percentage Amount shall be applied on a cumulative basis.
The parties agree that the Periodic Amount Percentage (as defined in the Articles of Amendment) represents a reasonable estimate on the part of the parties, as of the date of this Agreement, of the amount of such damages.
The percentage (the "Periodic Amount Percentage") by which the Conversion Price applicable to the Series B Preferred Shares shall be reduced if the Registration Statement is not effective by Required Effective Date shall be determined as of each Computation Date (as defined below) for the period from the date following the Required Effective Date to the first relevant Computation Date, and thereafter to each subsequent Computation Date.
The percentage (the "Periodic Amount Percentage") by which the Conversion Price applicable to the Series A Preferred Shares shall be reduced shall be determined as of each Computation Date (as defined below) for the period from the date following the Required Effective Date to the first relevant Computation Date, and thereafter to each subsequent Computation Date.
More Definitions of Periodic Amount Percentage
Periodic Amount Percentage means (A) two percent (2%) of the Purchase Price of all Preferred Stock to the first Computation Date and (B) two percent (2%) of the Purchase Price of all Preferred Stock to each Computation Date thereafter. Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the Effective Date, the Purchase Price for such Preferred Stock shall be deemed to refer to the sum of (X) the principal amount of all Preferred Stock not yet converted and (Y) the Held Shares Value (as defined below). The "Held Shares Value" means, for shares acquired by the Investor upon a conversion within the thirty (30) days preceding the Restricted Sale Date, but not yet sold by the Investor, the principal amount of the Preferred Stock converted into such Conversion Shares; provided, however, that if the Investor effected more than one conversion during such thirty (30) day period and sold less than all of such shares, the sold shares shall be deemed to be derived first from the conversions in the sequence of such conversions (that is, for example, until the number of shares from the first of such conversions have been sold, all shares shall be deemed to be from the first conversion; thereafter, from the second conversion until all such shares are sold). By way of illustration and not in limitation of the foregoing, if the Registration Statement is not declared effective until one hundred ninety-five (195) days after the Closing Date, the Periodic Amount will aggregate six percent (6%) of the Purchase Price of the Preferred Stock theretofore issued (2% for days 121-150, plus 2% for days 151-180, plus 2% for days 181-195).
Periodic Amount Percentage means (A) two percent (2%) of the Purchase Price of all Preferred Stock for each thirty (30) day period beginning on the date which is 180 days after the Closing Date during which the Effective Statement is not effective; and (B) two percent (2%) of the Purchase Price of all Preferred Stock for each thirty (30) day period commencing on any of the Periodic Amount Default Dates as the case may be, during which the relevant Registration Statement is either not filed or not effective. Notwithstanding the provisions of the previous sentence, the Periodic Amount Percentage for the first two Computation Dates as regards the Initial Required Effective Date shall be 1.5%, and thereafter 2%. Anything in the preceding provisions of this paragraph (ii) to the contrary notwithstanding, after the Effective Date the Purchase Price for such Preferred Stock shall be deemed to refer to the sum of (X) the principal amount of all Preferred Stock not yet converted and (Y) the Held Shares Value (as defined below). The "Held Shares Value" means, for shares acquired by the Investor upon a conversion within the thirty (30) days preceding the Restricted Sale Date, but not yet sold by the Investor, the principal amount of the Preferred Stock converted into such Conversion Shares; provided, however, that if the Investor effected more than one conversion during such thirty (30) day period and sold less than all of such shares, the sold shares shall be deemed to be derived first from the conversions in the sequence of such conversions (that is, for example, until the number of shares from the first of such conversions have been sold, all shares shall be deemed to be from the first conversion; thereafter, from the second conversion until all such shares are sold).
Periodic Amount Percentage means (A) two percent (2%) of the Purchase Price for the period from the date following the relevant Required Filing Date, Required Effective Date or Restricted Sale Date, as the case may be, to the first relevant Computation Date (prorated on a daily basis if such period is less than thirty [30] days), and (B) two percent (2%) of the Purchase Price to each Computation Date thereafter (prorated on a daily basis if such period is less than thirty [30] days). By way of illustration and not in limitation of the foregoing, if the Registration Statement for the Registrable Securities relating to the Common Stock and Warrants issued on the Initial Closing Date is timely filed but is not declared effective until one hundred sixty-five (165) days after the Initial Closing Date, the Periodic Amount will aggregate six percent (6%) of the Purchase Price of the Initial Common Stock (4% for days 90-150, plus 2% for days 151-165).
Periodic Amount Percentage means [one percent (1%)] of the Stated Value of all Purchased Shares for each Computation Period (and pro rata for any Computation Period which is less than thirty [30] days); provided, however, that with respect to Periodic Amounts payable with respect to (X) Section 2(a)(i) or (Y) Section 2(a)(ii) with respect to any Computation Period (or portion thereof) occurring prior to the Effective Date, such Periodic Amounts shall cease to accrue on the date which is one hundred eighty (180) days after the Required Effective Date. Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Purchase Price shall be deemed to refer to the sum of (X) the Stated Value of all Purchased Shares not yet converted and (Y) the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until seventy-five (75) days after the Required Effective Date, the Periodic Amount will aggregate two and one-half percent (2.5%) of the Stated Value of the Purchased Shares (1% for days 1-30, plus 1% for days 31-60, plus 0.5% for days 61-75).
Periodic Amount Percentage means (A) two percent (2%) of the stated value of all Preferred Stock for the first Computation Date after the relevant Required Filing Date, Required Effective Date or Restricted Sale Date, as the case may be (prorated on a daily basis if such period is less than thirty [30] days); and (B) three percent (3%) of the stated value of all Preferred Stock to each Computation Date thereafter (prorated on a daily basis if such period is less than thirty [30] days). Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date, the stated value shall be deemed to refer to the sum of (X) the stated value of all Preferred Stock not yet converted and (Y) the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until seventy-five (75) days after the Initial Required Registration Date, the Periodic Amount will aggregate six and one-half percent (6.5%) of the stated value of the Preferred Stock (2% for days 1-30, plus 3% for days 31-60, plus 1.5% for days 61-75).
Periodic Amount Percentage means two percent (2%) of the Purchase Price for each such period. Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Purchase Price shall be deemed to refer to the Held Shares Value. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until seventy-five (75) days after the Initial Required Effective Date, the Periodic Amount will aggregate six percent (6%) of the Purchase Price (2% for days 1-30, plus 2% for days 31-60, plus 2% for days 61-75).
Periodic Amount Percentage means two percent (2) of the Purchase Price of such Issued Principal Amount for each Computation Period (and pro rata for any Computation Period which is less than thirty [30] days). Anything in the preceding provisions of this paragraph (iii) to the contrary notwithstanding, after the relevant Effective Date the Issued Principal Amount shall be deemed to refer to the sum of (X) the principal amount of all such Debentures not yet converted and (Y) the Held Shares Value for such Debentures. By way of illustration and not in limitation of the foregoing, if the Registration Statement is filed on or before the Required Filing Date, but is not declared effective until seventy-five (75) days after the Initial Required Effective Date, the Periodic Amount will aggregate five percent (5%) of the Issued Principal Amount (2% for days 1-30, plus 2% for days 31-60, plus 1% for days 61-75).