Common use of Additional Registrable Securities Clause in Contracts

Additional Registrable Securities. Upon the written demand of any Investor and following the issuance of any additional shares of Common Stock to such Investor pursuant to Section 7.1, of the Purchase Agreement, the Company shall prepare and file with the SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to such Investor. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement without the consent of the Investor, which with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheld. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor and its counsel prior to its filing or other submission.

Additional Registrable Securities. Upon At any time and from time to time, promptly following the written demand of any Investor and the Holder following the issuance of any additional shares Additional Registrable Securities or the issuance of Common Stock any securities convertible into, exchangeable for, or otherwise entitling the Holder to acquire, Additional Registrable Securities, and in any event within 30 days following such Investor pursuant to Section 7.1, of the Purchase Agreementdemand, the Company shall prepare and file with the SEC one a new Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to such InvestorAdditional Registrable Securities. Such Registration Statement also shall cover, to the extent allowable under permitted by the 1933 Act and the Rules rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement without the consent of the Investor, which with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheld. The Registration Statement required by this Section 2(a)(ii) (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor Holder and its counsel prior to its filing or other submission. Nothing herein shall limit the Company's obligations or the Holder's rights under Section 6(e) of the Note, Section 10 of the Closing Warrant or Section 5 of the Redemption Warrant.

Additional Registrable Securities. Upon the written demand of any --------------------------------- Investor and following the issuance of any additional shares of Common Stock to such Investor pursuant to Section 7.1, 7.1 of the Purchase Agreement, the Company shall prepare and file with the SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to and designated in the demand by such Investor. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement without the consent of the Investor, which with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheldInvestor other than the Registrable Securities and the Additional Registrable Securities. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor and its counsel prior to its filing or other submission.

Additional Registrable Securities. Upon In the written demand of event any Investor and following Registrable Securities are not covered by the issuance of any additional shares of Common Stock Registration Statement referred to such Investor pursuant to Section 7.1, of the Purchase Agreementin clause (i) above, the Company shall prepare and file with the SEC one a Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional such Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional such Registrable Securities in an amount equal to the number of shares of Common Stock issued to such InvestorSecurities. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional such Registrable Securities. No Except for the resale of those shares of Common Stock set forth on Schedule A attached hereto, no securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement other than the Registrable Securities without the consent of the InvestorInvestors holding a majority of the Registrable Securities (on an as-converted, as-exercised basis), which with respect to securities subject to currently outstanding piggyback registration rights, consent shall not be unreasonably withheld. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor and its counsel prior to its filing or other submission.

Additional Registrable Securities. Upon the written demand --------------------------------- of any Investor and following the issuance of any additional shares of Common Stock to such Investor pursuant to Section 7.1, of the Purchase Agreement, the Company shall prepare and file with the SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to such Investorall Investors and, at the option of the Company, any additional amounts of Additional Registrable Securities that the Company reasonably anticipates it could be required to register. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No securities other than the Registrable Securities and the Additional Registrable Securities The Company shall be included in the Registration Statement without the consent use its reasonable efforts to obtain from each person who now has piggyback registration rights a waiver of the Investor, which those rights with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheldthe Registration Statement. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor and its counsel prior to its filing or other submission.

Additional Registrable Securities. Upon the written demand of any Investor and following upon any change in the issuance of any Exercise Price (as defined in the Warrants) such that additional shares of Common Stock to such Investor pursuant to Section 7.1, become issuable upon the exercise of the Purchase AgreementWarrants, the Company shall prepare and file with the SEC one or more Registration Statement Statements on Form S-3 or amend the Registration Statement filed pursuant to clause (i) above, if such Registration Statement has not previously been declared effective (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of such additional shares of Common Stock (the "Additional Registrable SecuritiesShares")), subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal Shares, but only to the number of shares of Common Stock issued to such Investorextent the Additional Shares are not at the time covered by an effective Registration Statement. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable SecuritiesShares. No securities other than the Registrable Securities and the Additional Registrable Securities The Company shall be included in the Registration Statement without the consent use its reasonable best efforts to obtain from each person who now has piggyback registration rights a waiver of the Investor, which those rights with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheldsuch Registration Statement. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor Investors and its their counsel prior to its filing or other submission.

Additional Registrable Securities. Upon the written demand of any Investor and Investor, provided that such demand is within thirty (30) days following the issuance of any additional shares of Common Stock to such Investor pursuant to Section 7.1, 7.1 of the Purchase Agreement, the Company shall prepare and file with the SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of 3 registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to and designated in the demand by such Investor. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. The Company shall use its best efforts to obtain from each person who now has piggyback registration rights a waiver of those rights with respect to the Registration Statement. No securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement without the consent of the Investor, which with respect to Investor other than the Registrable Securities and Additional Registrable Securities and the securities subject to currently outstanding piggyback registration rights, shall rights on the date hereof for which the Company could not be unreasonably withheldobtain waivers. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(cSections 3(b) and (c) to the Investor and its counsel prior to its filing or other submission.

Additional Registrable Securities. Upon At any time and from time to time, promptly following the written demand of any Investor and the Holder following the issuance of any additional shares Additional Registrable Securities or the issuance of Common Stock any securities convertible into, exchangeable for, or otherwise entitling the Holder to acquire, Additional Registrable Securities, and in any event within 30 days following such Investor pursuant to Section 7.1, of the Purchase Agreementdemand, the Company shall prepare and file with the SEC one a new Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to such InvestorAdditional Registrable Securities. Such Registration Statement also shall cover, to the extent allowable under permitted by the 1933 Act and the Rules rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No securities other than the Registrable Securities and the Additional Registrable Securities shall be included in the Registration Statement without the consent of the Investor, which with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheld. The Registration Statement required by this Section 2(a)(ii) (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor Holder and its counsel prior to its filing or other submission. Nothing herein shall limit the Company’s obligations or the Holder’s rights under Section 6(e) of the Note, Section 10 of the Closing Warrant or Section 5 of the Redemption Warrant.

Additional Registrable Securities. Upon the written --------------------------------- demand of any the Investor and following the issuance of any additional shares of Common Stock to such the Investor pursuant to Section 7.1, 7.1 of the Purchase Agreement, the Company shall prepare and file with the SEC one Registration Statement on Form S-3 (or, if Form S-3 is not then available to the Company, on such form of registration statement as is then available to effect a registration for resale of the Additional Registrable Securities, subject to the Investor's consent, which shall not be unreasonably withheld) covering the resale of the Additional Registrable Securities in an amount equal to the number of shares of Common Stock issued to such and designated in the demand by the Investor. Such Registration Statement also shall cover, to the extent allowable under the 1933 Act and the Rules promulgated thereunder (including Rule 416), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Additional Registrable Securities. No With the exception of securities other than underlying warrants issued by the Registrable Securities and Company before the Additional Registrable Securities date hereof which contain provisions granting the holder registration rights in the event of a registration as contemplated by this Section 2(a)(ii), no securities shall be included in the Registration Statement without the consent of the Investor, which with respect to securities subject to currently outstanding piggyback registration rights, shall not be unreasonably withheldInvestor other than the Registrable Securities. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided in accordance with Section 3(c) to the Investor and its counsel prior to its filing or other submission.