Common use of Buy-In Cure Clause in Contracts

Buy-In Cure. If (i) the Company fails for any reason to deliver the requisite number of shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the sale by a Holder of the Sold Shares (a "Buy-In"), the Company shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commission, if any) for the shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock sold for $10,000, the Company will be required to pay such Holder $1,000. A Holder shall provide the Company written notification indicating any amounts payable to Holder pursuant to this Section 2(d).

Buy-In Cure. If Unless the Corporation has notified the Holder in writing prior to the delivery by such Holder of a Notice of Conversion that the Corporation is unable to honor conversions, if (i) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms to Holder upon a conversion of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, Debenture and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline Period with respect to such Exerciseconversion, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder to persons other than affiliates of such Holder of the Sold Shares shares of Common Stock (the "SOLD SHARES") which Holder anticipated receiving upon such conversion (a "BuyBUY-InIN"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the shares of Common Stock so purchased exceeds (y) the net proceeds received by such the Holder from the sale of the Sold Shares. For example, if a Holder holder purchases shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock sold for $10,000, the Company Corporation will be required to pay such the Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d).Paragraph C. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article X.J.

Buy-In Cure. If (i) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by to the terms Holder upon a conversion of this Warrant)(the "Warrant Shares") Debenture having a Conversion Date on or prior to a date upon which the Corporation has notified the Holder upon an exercise of this Warrant by in writing that the Share Delivery Deadline, Corporation is unable to honor conversions and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline Period with respect to such Exerciseconversion, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the deliver in satisfaction of a sale by a Holder such holder of the Sold Shares shares of Common Stock which the Holder anticipated receiving upon such conversion (a "BuyBUY-InIN"), the Company Corporation shall pay such the Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to the Holder) the amount (a "Buy-In Payment") by which (x) such the Holder's total purchase price (including brokerage commissioncommissions, if any) for the shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale portion of the Sold SharesOutstanding Amount resulting in the Buy-In. For example, if a the Holder purchases shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares an attempted conversion of Common Stock sold for a total Outstanding Amount of $10,000, the Company Corporation will be required to pay such the Holder $1,000. A The Holder shall provide the Company Corporation written notification indicating any amounts payable to the Holder pursuant to this Section 2(d)Paragraph C. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article IX.

Buy-In Cure. If Unless the Corporation has notified Holder in writing prior to the delivery by Holder of a Notice of Exercise that the Corporation is unable to honor exercises, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, or (b) there shall occur a Legend Removal Failure (as defined in Article VI.A(ii) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercisethereafter, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder of the Sold Shares unlegended shares of Common Stock (the "SOLD SHARES") which Holder anticipated receiving upon such exercise (a "BuyBUY-InIN"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to HolderHolder up until that date in which the Corporation makes payment pursuant to this provision) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d)Paragraph C, together with evidence supporting such calculation. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article IX.

Buy-In Cure. If Unless the Corporation has notified Holder in writing prior to the delivery by Holder of a Notice of Exercise that the Corporation is unable to honor exercises, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, or (b) there shall occur a Legend Removal Failure (as defined in Article VI.A(iii) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercisethereafter, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder of the unlegended shares of Common Stock (the "Sold Shares Shares") which Holder anticipated receiving upon such exercise (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d).Paragraph C, together with evidence supporting such calculation. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article VIII.J.

Buy-In Cure. If (i) the Company fails for any reason to deliver the requisite number of shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the sale by a Holder of the Sold Shares (a "Buy-In"), the Company shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's ’s total purchase price (including brokerage commission, if any) for the shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock sold for $10,000, the Company will be required to pay such Holder $1,000. A Holder shall provide the Company written notification indicating any amounts payable to Holder pursuant to this Section 2(d).

Buy-In Cure. If Unless the Corporation has notified the applicable Holder in writing prior to the delivery by such Holder of a Notice of Conversion that the Corporation is unable to honor conversions, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise a conversion of this Warrant by the Share Delivery Deadline, Debentures or (b) there shall occur a Legend Removal Failure (as defined in Article VII.A(iv) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which thereafter, such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a such Holder of the unlegended shares of Common Stock (the "Sold Shares Shares") which such Holder anticipated receiving upon such conversion (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to the Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such the Holder $1,000. A Holder shall provide the Company Corporation written notification and supporting documentation indicating any amounts payable to such Holder pursuant to this Section 2(d)Paragraph B. The Corporation shall make any payments required pursuant to this Paragraph B in accordance with and subject to the provisions of Article IX.

Buy-In Cure. If Unless the Corporation has notified the applicable Holder in writing prior to the delivery by such Holder of a Notice of Conversion that the Corporation is unable to honor conversions, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise a conversion of this Warrant by the Share Delivery Deadline, Notes or (b) there shall occur a Legend Removal Failure (as defined in Article VII.A(iv) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which thereafter, such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a such Holder of the unlegended shares of Common Stock (the "Sold Shares Shares") which such Holder anticipated receiving upon such conversion (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to the Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such the Holder $1,000. A Holder shall provide the Company Corporation written notification and supporting documentation indicating any amounts payable to such Holder pursuant to this Section 2(d).Paragraph B. The Corporation shall make any payments required pursuant to this Paragraph B in accordance with and subject to the provisions of Article XII.J.

Buy-In Cure. If Unless the Corporation has notified Holder in writing prior to the delivery by Holder of a Notice of Exercise that the Corporation is unable to honor exercises, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, or (b) there shall occur a Legend Removal Failure (as defined in Article VI.A(iii) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercisethereafter, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder of the Sold Shares unlegended shares of Common Stock (the "SOLD SHARES") which Holder anticipated receiving upon such exercise (a "BuyBUY-InIN"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be 12 required to pay such Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d)Paragraph C, together with evidence supporting such calculation. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article IX.

Buy-In Cure. If Unless the Corporation has notified the applicable holder in ----------- writing prior to the delivery by such holder of a Notice of Conversion that the Corporation is unable to honor conversions, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise a conversion of this Warrant by the Share Delivery Deadline, Debentures or (b) there shall occur a Legend Removal Failure (as defined in Article VII.A(iv) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which thereafter, such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a such Holder of the unlegended shares of Common Stock (the "Sold Shares Shares") which such Holder anticipated receiving upon such conversion (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to the Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such the Holder $1,000. A Holder shall provide the Company Corporation written notification and supporting documentation indicating any amounts payable to such Holder pursuant to this Section 2(d)Paragraph B. The Corporation shall make any payments required pursuant to this Paragraph B in accordance with and subject to the provisions of Article IX.

Buy-In Cure. If Unless the Corporation has notified the applicable holder in writing that the Corporation is unable to honor conversions prior to the delivery of a Notice of Conversion, if (i) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder holder upon an exercise a conversion of this Warrant by the Share Delivery Deadline, shares of Series A Preferred Stock and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline Period with respect to such Exerciseconversion, the broker that sold the Sold Shares for Holder such holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder such holder of the shares of Common Stock (the "Sold Shares Shares") which such holder anticipated receiving upon such conversion (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) holder (in addition to any other remedies available to Holderthe holder) the amount (a "Buy-In Payment") by which (x) such Holderholder's total purchase price (including brokerage commissioncommissions, if any) for the shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder holder from the sale of the Sold Shares. For example, if a Holder holder purchases shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such Holder the holder $1,000. A Holder holder shall provide the Company Corporation written notification indicating any amounts payable to Holder such holder pursuant to this Section 2(d)Paragraph C. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article XIV.

Buy-In Cure. If Unless the Corporation has notified Holder in writing prior to the delivery by Holder of a Notice of Exercise that the Corporation is unable to honor exercises, if (i) (a) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Common Stock (unlegended, if so required by the terms of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, or (b) there shall occur a Legend Removal Failure (as defined in Article V.A(iii) below) and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercisethereafter, and (iii) after the applicable Share Delivery Deadline with respect to such Exercise, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Common Stock to make delivery upon the in satisfaction of a sale by a Holder of the Sold Shares unlegended shares of Common Stock (the "SOLD SHARES") which Holder anticipated receiving upon such exercise (a "BuyBUY-InIN"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the unlegended shares of Common Stock so purchased exceeds (y) the net proceeds received by such Holder from the sale of the Sold Shares. For example, if a Holder purchases unlegended shares of Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Common Stock it sold for $10,000, the Company Corporation will be required to pay such Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d).Paragraph C, together with evidence supporting such calculation. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article VII.I.

Buy-In Cure. If Unless the Corporation has notified the Holder in writing that the Corporation is unable to honor conversions, if (i) the Company Corporation fails for any reason to deliver during the requisite number of Delivery Period shares of Class A Common Stock (unlegended, if so required by the terms to Holder upon a conversion of this Warrant)(the "Warrant Shares") to a Holder upon an exercise of this Warrant by the Share Delivery Deadline, Debenture and (ii) the Holder has sold some or all of the Warrant Shares (the "Sold Shares") which such Holder anticipated receiving upon such Exercise, and (iii) after the applicable Share Delivery Deadline Period with respect to such Exerciseconversion, the broker that sold the Sold Shares for Holder purchases (in an open market transaction or otherwise) shares of Class A Common Stock to make delivery upon the a sale by a Holder to persons other than affiliates of such Holder of the shares of Class A Common Stock (the "Sold Shares Shares") which Holder anticipated receiving upon such conversion (a "Buy-In"), the Company Corporation shall pay such Holder within two (2) business days following receipt of written notice of a claim pursuant to this Section 2(d) (in addition to any other remedies available to Holder) the amount (a "Buy-In Payment") by which (x) such Holder's total purchase price (including brokerage commissioncommissions, if any) for the shares of Class A Common Stock so purchased exceeds (y) the net proceeds received by such the Holder from the sale of the Sold Shares. For example, if a Holder holder purchases shares of Class A Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to shares of Class A Common Stock sold for $10,000, the Company Corporation will be required to pay such the Holder $1,000. A Holder shall provide the Company Corporation written notification indicating any amounts payable to Holder pursuant to this Section 2(d).Paragraph C. The Corporation shall make any payments required pursuant to this Paragraph C in accordance with and subject to the provisions of Article X.J.