Delay in Effectiveness. If the Registration Statement is not declared effective by the SEC on or prior to the Effectiveness Deadline Date, then for each thirty (30) day period following the Effectiveness Deadline Date, until but excluding the date the Registration Statement is declared effective, the Company shall, for such period, pay each Purchaser, as liquidated damages and not as a penalty, an amount equal to one and one-half percent (1.5%) of the purchase price of the Common Shares purchased by such Purchaser hereunder, for such period (or prorated for any partial period); and for any such period, such payment shall be made no later than the first business day of the calendar month next succeeding the last month in which such period occurs. The parties hereto agree that the liquidated damages provided for in this Section 7.3 constitute a reasonable estimate of the damages that may be incurred by the Purchasers by reason of the failure of the Registration Statement to be declared effective in accordance with the provisions hereof.
Delay in Effectiveness. In the event any Registration Statement is not declared effective by the SEC within 150 days after the Filing Deadline (the "Effectiveness Deadline"), or in the event the effectiveness of any Registration Statement is suspended or terminated at any time after its Effectiveness Deadline and prior to the Registration Termination Date, then, at the election of the Holder: (1) for each month (or portion thereof) such Registration Statement is not so effective, the Company shall pay to the Holder, as liquidated damages and not as a penalty, an amount equal to the product of (x) the number of shares of Common Stock that are or could become, if all Notes were converted and Warrants were exercised, Registerable Securities multiplied by the closing price of the Common Stock on the first day of the month as to which liquidated damages are payable and (y) outstanding principal amount of the Notes eligible for conversion to Common Stock and the Applicable Rate or (2) the Holder may seek remedies at law or in equity. In either case, the Company shall pay any damages to each Holder based upon the proportion of the Registerable Securities owned by such Holder. Such payments shall be made on the first Business Day of each month following any month in which such Registration Statement is not effective, with a final payment within five (5) Business Days after such Registration Statement becomes effective.
Delay in Effectiveness. In the event a Registration Statement covering the Shares is not declared effective within ninety (90) days after the date hereof or in the event the effectiveness of such Registration Statement is suspended or terminated at any time subsequent to the 90th day after the date hereof and prior to the termination of the period specified in Section 1.4(a) hereof, APS shall pay to the Holders an amount equal to $275 per day for each day such Registration Statement is not effective; provided that nothing herein is intended to limit a Holder's ability to seek to enforce its rights to require that a Registration Statement covering Shares remains effective during the period specified in Section 1.4 hereof; and provided further that APS shall not be required to make any payments to a Holder if the failure to obtain or maintain an effective Registration Statement is solely attributable to a Holder's failure to provide APS with information required to be provided by such Holder for inclusion in the Registration Statement.
Delay in Effectiveness. In the event any Registration Statement is not declared effective by the SEC within 150 days after the Closing Date (the "Effectiveness Deadline"), or in the event the effectiveness of any Registration Statement is suspended or terminated at any time after its Effectiveness Deadline and prior to the Registration Termination Date, then for each month (or portion thereof) such Registration Statement is not so effective, the Company shall pay to the Holders, as liquidated damages and not as a penalty, an amount equal to the product of $21,000,000 (being the total purchase price of the Securities) and the Applicable Rate. The Company shall pay such liquidated damages to each Holder based upon the proportion of the Registerable Securities owned by such Holder. Such payments shall be made on the first Business Day of each month following any month in which such Registration Statement is not effective, with a final payment within five (5) Business Days after such Registration Statement becomes effective.
Delay in Effectiveness. (i) If the Registration Statement has not become effective on or before ninety (90) days from the applicable Issuance Date, the Investor shall have, in addition to and without limiting any other rights it may have in equity, for breach of the Equity Line Agreement, or this Agreement (including the right to specific performance), the right to receive, as liquidated damages, the payments as provided in subparagraph (ii) of this section.
(ii) In the event the Company fails to obtain the effectiveness of a Registration Statement within the time period set forth in Section 2(a)(i), the Company shall pay to the Investor an amount equal to (A) $100, in cash, for each day of the thirty (30) day period following the date by which such Registration Statement was required to have been declared effective and (B) $500, in cash, for each day after such first thirty (30) day period until the earlier of (x) the date such Registration Statement has been declared effective or (y) the date which this Agreement has terminated. In addition to the foregoing, but subject to Section 2(c) below, in the event the Company fails to maintain the effectiveness of a Registration Statement (or the use of the underlying prospectus) throughout the period set forth in Section 5(a), other than suspensions as set forth in Section 2, the Company shall pay to the Investor an amount equal to $500, in cash, per day, in which a suspension has occurred.
Delay in Effectiveness. (i) If the Registration Statement is not declared effective by the SEC on or prior to the date one hundred fifty (150) days after the Closing (the "Deadline Date"), then upon the first day following the Deadline Date (the "Initial Liquidated Damages Date"), and upon the expiration of each fifteen (15)-day period following the Initial Liquidated Damages Date in which the Registration Statement has not been declared effective by the SEC (each, an "Additional Liquidated Damages Date"), the Issuer shall pay the Investor, as liquidated damages and not as a penalty, an amount equal to 1.5% (expressed as a percentage of the Purchase Price) with respect to any failure to timely obtain the effectiveness of the Registration Statement; and for any Initial Liquidated Damages Date or Additional Liquidated Damages Date, such payment shall be made no later than the first business day of the calendar month next succeeding the month in which such Initial Liquidated Damages Date or Additional Liquidated Damages Date occurs.
(ii) The parties agree that the sole damages payable for a violation of the terms of this Agreement with respect to which liquidated damages are expressly provided shall be such liquidated damages. Nothing shall preclude the Investor from pursuing or obtaining specific performance or other equitable relief with respect to this Agreement.
(iii) The parties hereto agree that the liquidated damages provided for in this Section 6.2(b) constitute a reasonable estimate of the damages that may be incurred by the Investor by reason of the failure of the Registration Statement to be filed in accordance with the provisions hereof.
Delay in Effectiveness. If the Registration Statement is not declared effective by the SEC on or prior to the Effectiveness Deadline Date, then for each thirty (30) day period following the Effectiveness Deadline Date, until but excluding the date the Registration Statement is declared effective, the Company shall, for such period, pay each Purchaser, as liquidated damages and not as a penalty, an amount equal to one percent (1%) of the purchase
Delay in Effectiveness. If the Registration Statement is (i) not filed with the SEC on or prior to the Filing Date, or (ii) not declared effective by the SEC on or prior to the Effectiveness Deadline Date, then for each thirty (30) day period following the Filing Date or the Effectiveness Deadline Date, as applicable, until but excluding the date the Registration Statement is filed or declared effective, as applicable, the Company shall, for such period, pay each Purchaser, as liquidated damages and not as a penalty, an amount equal to one and one-half percent (1.5%) of the purchase price of the Common Shares purchased by such Purchaser hereunder, for such period (or prorated for any partial period); and for any such period, such payment shall be made no later than the first business day of the calendar month next succeeding the last month in which such period occurs. The parties hereto agree that the liquidated damages provided for in this Section 7.3 constitute a reasonable estimate of the damages that may be incurred by the Purchasers by reason of the failure of the Registration Statement to be filed or declared effective in accordance with the provisions hereof.
Delay in Effectiveness. In the event any Registration Statement is not declared effective by the SEC within 150 days after the Filing Deadline (the "Effectiveness Deadline"), or in the event the effectiveness of any Registration Statement is suspended or terminated at any time after its Effectiveness Deadline and prior to the Registration Termination Date, then, at the election of the Holder: (1) for each month (or portion thereof) such Registration Statement is not so effective, the Company shall pay to the Holder, as liquidated damages and not as a penalty, an amount equal to the product of (x) the number of shares of Common Stock that are or could become, if the Term Loan Notes were converted and the Warrants were exercised, Registrable Securities multiplied by the closing price of the Common Stock on the first day of the month as to which liquidated damages are payable and (y) the Applicable Rate or (2) the Holder may seek remedies at law or in equity. In either case, the Company shall pay any damages to each Holder based upon the proportion of the Registrable Securities owned by such Holder. Such payments shall be made on the first Business Day of each month following any month in which such Registration Statement is not effective, with a final payment within five (5) Business Days after such Registration Statement becomes effective.
Delay in Effectiveness. In the event any Registration Statement is not declared effective by the SEC within 120 days after the Filing Deadline (the "Effectiveness Deadline"), or in the event the effectiveness of any Registration Statement is suspended or terminated at any time after its Effectiveness Deadline and prior to the Registration Termination Date, in each case due to any action or inaction of the Company in pursuing, failing to pursue, securing and maintaining an effective registration, utilizing all reasonable efforts and good faith, or otherwise primarily for any reason reasonably within the Company's control, then, at the election of the Holder: (1) for each month (or portion thereof) such Registration Statement is not so effective, the Company shall pay to the Holder, as liquidated damages and not as a penalty, an amount equal to the product of (i) the Applicable Rate and (ii) the greater of (x) the number of shares of Common Stock that are or could become, if all Notes were converted and Warrants were exercised, Registrable Securities multiplied by the closing price of the Common Stock on the first day of the month as to which liquidated damages are payable as provided below, and (y) outstanding principal amount of the Notes eligible for conversion to Common Stock; or (2) the Holder may seek remedies at law or in equity. If there is more than one Holder, the Company shall pay any damages to each Holder based upon the proportion of the Registrable Securities owned by such Holder. Such payments shall be made on the first Business Day of each month following any month in which such Registration Statement is not effective, with a final payment within five (5) Business Days after such Registration Statement becomes effective.
