Common use of Additional Mandatory Registration Clause in Contracts

Additional Mandatory Registration. The Company shall prepare, and, as soon as practicable but in no event later than 15 days after the Additional Closing Date (the "Additional Filing Deadline"), file with the SEC an Additional Registration Statement on Form S-3 covering the resale of all of the Additional Registrable Securities. In the event that Form S-3 is unavailable for such a registration, the Company shall use such other form as is available for such a registration, subject to the provisions of Section 2(e). The Additional Registration Statement prepared pursuant hereto shall register for resale at least the product of (i) 1.5 and (ii) the number of Additional Registrable Securities as of the trading day immediately preceding the date the Additional Registration Statement is initially filed with the SEC, subject to adjustment as provided in Section 2(f). The Additional Registration Statement shall contain (except as otherwise directed by the Holders) the "Plan of Distribution" attached hereto as Exhibit B. The Company shall use its best efforts to have the Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the date which is 90 days after the Additional Closing Date (the "Additional Effectiveness Deadline").

Additional Mandatory Registration. The In the event that any Additional Preferred Shares are issued, the Company shall prepare, and, as soon as practicable but in no event later than 15 30 days after the earlier of (i) an Additional Closing Date (as defined in the Securities Purchase Agreement) after which no additional Additional Preferred Shares are available to be subscribed for pursuant to the Securities Purchase Agreement or (ii) twelve months after the Initial Closing Date (the "Additional Filing DeadlineADDITIONAL FILING DEADLINE"), file with the SEC an the Additional Registration Statement on Form S-3 covering registering the resale of all of the Additional Registrable SecuritiesSecurities actually purchased, if any. In the event that Form S-3 is unavailable for such a registration, the Company shall use such other form as is available for such a registration, subject to the provisions of Section 2(e2(f). The Additional Registration Statement prepared pursuant hereto shall register for resale at least that number of shares of Common Stock equal to the product of (ix) 1.5 1.25 and (iiy) the number of Additional Registrable Securities as of the trading day immediately preceding the date the Additional Registration Statement is initially filed with the SEC, subject to adjustment as provided in Section 2(f2(g) (the "ADDITIONAL REGISTRATION SHARE REQUIREMENT"). The Additional Registration Statement shall contain (except as otherwise directed by the Holders) the "Plan of Distribution" attached hereto as Exhibit B. The Company shall use its best efforts to have the Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the date which is 90 days after the Additional Closing Date Filing Deadline (the "Additional Effectiveness DeadlineADDITIONAL EFFECTIVENESS DEADLINE").

Additional Mandatory Registration. The Company shall prepare, and, on a date during the period beginning on and including January 1, 2003 and ending on and including January 10, 2003 (January 10, 2003 is referred to as soon as practicable but in no event later than 15 days after the Additional Closing Date (the "Additional Mandatory Filing DeadlineDate"), file with the SEC an Additional Registration Statement or Additional Registration Statements (as is necessary) on Form S-3 covering the resale of all of the Additional Registrable Securities. In the event that Form S-3 is unavailable for such a registration, the Company shall use such other form as is available for such a registration, subject to the provisions of Section 2(e2(d). The Additional Registration Statement prepared pursuant hereto shall register for resale at least that number of shares of Common Stock equal to the product of (ix) 1.5 1.2 and (iiy) the number of Additional Registrable Securities Securities, related to the applicable Additional Closing Date, as of the trading day immediately preceding the date that the Additional Registration Statement is initially filed with the SEC, subject to adjustment as provided in Section 2(f). The Additional Registration Statement shall contain (except as otherwise directed by the Holders) the "Plan of Distribution" attached hereto as Exhibit B. The Company shall use its best efforts to have the such Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the earlier of (A) May 10, 2003 and (B) the fifth (5th) Business Day following the date on which the Company is 90 days after notified by the SEC that the Additional Closing Date (the "Additional Effectiveness Deadline")Registration Statement will not be reviewed or is no longer subject to further review and comments.

Additional Mandatory Registration. The Company shall prepare, and, as soon as practicable but in no event later than 15 30 days after the earlier of (i) an Additional Closing Date (as defined in the Securities Purchase Agreement) after which no additional Additional Preferred Shares are available to be subscribed for pursuant to the Securities Purchase Agreement other than any subscriptions by Xxxx X. Xxxxxxxx or his successors or assigns or (ii) twelve months after the Initial Closing Date (the "Additional Filing Deadline"), file with the SEC an the Additional Registration Statement on Form S-3 covering the resale of all of the Additional Registrable SecuritiesSecurities actually purchased, if any. In the event that Form S-3 is unavailable for such a registration, the Company shall use such other form as is available for such a registration, subject to the provisions of Section 2(e). The Additional Registration Statement prepared pursuant hereto shall register for resale at least that number of shares of Common Stock equal to the product of (ix) 1.5 and (iiy) the number of Additional Registrable Securities as of the trading day immediately preceding the date the Additional Registration Statement is initially filed with the SEC, subject to adjustment as provided in Section 2(f). The Additional Registration Statement shall contain (except as otherwise directed by the Holders) the "Plan of Distribution" attached hereto as Exhibit B. The Company shall use its best efforts to have the Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the date which is 90 days after the Additional Closing Date Filing Deadline (the "Additional Effectiveness Deadline").

Additional Mandatory Registration. The Company shall prepare, and, as soon as practicable but in no event later than 15 30 days after the each Additional Closing Date (as defined in the Securities Purchase Agreement) (the "Additional Filing Deadline"), file with the SEC an Additional Registration Statement or Additional Registration Statements (as necessary) on Form S-3 covering the resale of all of the Additional Registrable SecuritiesSecurities relating to the Additional Preferred Shares and the Additional Warrants issued on such Additional Closing Date. In the event that Form S-3 is unavailable for such a registration, the Company shall use such other form as is available for such a registration, subject to the provisions of Section 2(e2(d). The Each Additional Registration Statement prepared pursuant hereto shall register for resale at least that number of shares of Common Stock equal to the product of (ix) 1.5 1.75 and (iiy) the number of Additional Registrable Securities as of the trading day immediately preceding the date the such Additional Registration Statement is initially filed with the SEC, subject to adjustment as provided in Section 2(f2(e). The Additional Registration Statement shall contain (except as otherwise directed by the Holders) the "Plan of Distribution" attached hereto as Exhibit B. The Company shall use its best efforts to have the cause such Additional Registration Statement to be declared effective by the SEC as soon as practicable, but in no event later than the date which is 90 120 days after the applicable Additional Closing Date (the "Additional Effectiveness Deadline").