Delay in Effectiveness of Registration Statement. (a) Parent further agrees that (i) in the event the Registration Statement has not been filed with the SEC within thirty (30) days after the Measure Date, VPVP shall be entitled to receive from Parent liquidated damages in an amount equal to 1.0% of the total aggregate purchase price of the Registrable Shares purchased by VPVP that are to be registered on such Registration Statement (a “Liquidated Damages Payment”); (ii) in the event the Registration Statement has not been filed with the SEC within sixty (60) days after the Measure Date, VPVP shall be entitled to receive from Parent an additional Liquidated Damages Payment; (iii) in the event the Registration Statement has not been declared effective by the SEC within ninety (90) days after the Measure Date, VPVP shall be entitled to receive an additional Liquidated Damages Payment and (iv) Parent shall make an additional Liquidated Damages Payment for each thirty- (30)-day period thereafter (pro rated for any period of less than thirty (30) days) until the Registration Statement has been declared effective; although in no event shall the aggregate Liquidated Damages Payments in any thirty- (30)-day period exceed 1.0% of the total aggregate purchase price of the Registrable Shares purchased by VPVP that are to be registered on such Registration Statement.
(b) Liquidated Damages Payments may, at VPVP’s option, be delivered to VPVP in the form of cash or New Athletics Common Stock. Except as provided in Section 6.2(c)(ii) hereof, Parent shall deliver all Liquidated Damages Payments to VPVP by the fifth (5th) Business Day after the occurrence of the events described in clauses (i), (ii), (iii) or (iv) of Section 6.2(a) hereof, as applicable (the “Payment Period”).
(c) In the event that VPVP elects to receive Liquidated Damages Payments in the form of New Athletics Common Stock, and such payments would result in the issuance of shares in excess of the Share Cap, Parent shall, at VPVP’s election, either:
(i) issue VPVP shares of New Athletics Common Stock up to the Share Cap and deliver the remainder of the Liquidated Damages Payments in cash, such payments to be made within the Payment Period; or
(ii) issue VPVP shares of New Athletics Common Stock up to the Share Cap within the Payment Period, and then use its commercially reasonable efforts to obtain stockholder approval for the issuance to VPVP of shares of New Athletics Common Stock in excess of the Share Cap.
(d) Notwithstanding anything to the contrary c...
Delay in Effectiveness of Registration Statement. In the event that the Registration Statement is not declared effective by January 20, 2001, the Company shall pay to each Purchaser liquidated damages in an amount equal to 0.25% of the total purchase price of the Shares purchased by such Purchaser pursuant to this Agreement for each week after January 20, 2001 that the Registration Statement is not declared effective.
Delay in Effectiveness of Registration Statement. The Company agrees that it shall file a Registration Statement (or an amendment to an already effective Registration Statement) complying with the requirements of this Agreement promptly following each Applicable Closing Date, but in any event within 45 days after each Applicable Closing Date, and shall use its best efforts to cause each such Registration Statement to become effective within 110 days from each Applicable Closing Date. In the event that any such Registration Statement has not been filed within 45 days after the Applicable Closing Date, or has not been declared effective within 110 days from the Applicable Closing Date, then the Company shall pay in cash to each Holder a default payment in an amount equal to two percent (2%) of the Liquidation Preference of the Preferred Shares held by such Holder that should have been registered on such Registration Statement for each 30-day period that such failure continues. If any such Registration Statement has not been declared effective within 210 days after the Applicable Closing Date, then each Holder shall have the right to sell any or all of its Preferred Shares to the Company for consideration (the "Mandatory Purchase Price") equal to the sum of (A) the price in cash at which the Company may optionally redeem Preferred Shares pursuant to Section 4(e) of the Certificate, plus (B) Warrants, in amounts and on terms equivalent to those required to be delivered by the Company in connection with any optional redemption under Section 4(e) of the Certificate. Payment of such cash amount and delivery of Warrants shall be due and payable from the Company to such Holder within 5 Trading Days of demand therefor.
Delay in Effectiveness of Registration Statement. Upon the occurrence of any Event (as defined below), as partial relief for the damages suffered therefrom by the Purchasers (which remedy shall not be exclusive of any other remedies which are available at law or in equity; and provided further that the Purchasers shall be entitled to pursue an action for specific performance of the Company's obligations under Section 5.1(c) above and any such actions at law, in equity, for specific performance or otherwise shall not require the Purchaser to post a bond), the Company shall pay to each Purchaser, as liquidated damages and not as a penalty, such amounts and at such times as shall be determined pursuant to this Section 5.2. For such purposes, each of the following shall constitute an "Event":
(i) the filing of the Registration Statement with the SEC does not occur on or prior to the 30th day following the Pricing Date, in which case the Company shall pay on the 31st day following the Pricing Date an amount in cash equal to One and One-Half Percent (1.5%) of the aggregate purchase price paid by such Purchaser and at the end of each 30-day period thereafter;
(ii) the Registration Statement is not declared effective on or prior to the date that is 90 days after the Pricing Date (the "Required Effectiveness Date"), in which case the Company shall pay on the calendar day following the Required Effectiveness Date an amount in cash equal to One and One-Half Percent (1.5%) of the aggregate purchase price paid by such Purchaser and at the end of each 30-day period thereafter; or
(iii) if the Registration Statement is suspended for more than thirty (30) days, the Company shall pay, on the calendar day following the first thirty (30) days of suspension, an amount in cash equal to One and One-Half Percent (1.5%) of the aggregate price paid by such Purchaser and at the end of each 30-day period thereafter until the suspension has been terminated and the Registration Statement is again effective. The payment obligations of the Company under this Section 5.2 shall be cumulative.
Delay in Effectiveness of Registration Statement. In the event the Registration Statement is not declared effective by the Required Effectiveness Date in accordance with Section 5.1(b), the Company shall pay in cash to the Investor liquidated damages in the amount of 2.0% of the Aggregate Purchase Price per month thereafter (pro rata for any portion thereof) until the earlier of (i) the date on which the Registration Statement is first declared effective by the SEC or (ii) the second anniversary of the Closing Date, any such payments to be made monthly in arrears.
Delay in Effectiveness of Registration Statement. (a) Parent further agrees that (i) in the event the Registration Statement has not been filed with the SEC within thirty (30) days after the Measure Date, VPVP shall be entitled to receive from Parent liquidated damages in an amount equal to 1.0% of the total aggregate purchase price of the Registrable Shares purchased by VPVP that are to be registered on such Registration Statement (a “Liquidated Damages Payment”); (ii) in the event the Registration Statement has not been filed with the SEC within sixty (60) days after the Measure Date, VPVP shall be entitled to receive from Parent an additional Liquidated Damages Payment; (iii) in the event the Registration Statement has not been declared effective by the SEC within ninety (90) days after the Measure Date, VPVP shall be entitled to receive an additional Liquidated Damages Payment and (iv) Parent shall make an additional Liquidated Damages Payment for each thirty- (30)-day period thereafter (pro rated for any period of less than thirty (30) days) until the Registration Statement has been declared effective; although in no event shall the aggregate Liquidated Damages Payments in any thirty- (30)-day period exceed 1.0% of the total aggregate purchase price of the Registrable Shares purchased by VPVP that are to be registered on such Registration Statement.
(b) Liquidated Damages Payments may, at VPVP’s option, be delivered to VPVP in the form of cash or New Athletics Common Stock. Except as provided in Section 6.2(c)(ii) hereof, Parent shall deliver all Liquidated Damages Payments to VPVP by the
Delay in Effectiveness of Registration Statement. If the Registration Statement is not (a) filed by the 120th day following the date of this Agreement or (b) declared effective within 180 days after the date of this Agreement, or within 270 days after the date of this Agreement if the SEC reviews the Registration Statement, then the Company shall pay the holders of the Underlying Stock to be registered liquidated damages of 1.0% of the aggregate purchase price paid by each such holder for every 90 day period commencing 270 days after such date, or such prorated amount as may apply, until such deficiency is cured.
Delay in Effectiveness of Registration Statement. In the event that the Registration Statement is not declared effective by the date that is ninety (90) days following the Closing Date or, in the event of a review of the Registration Statement by the SEC, one hundred twenty (120) days following the Closing Date, the Company shall pay to each Purchaser liquidated damages in an amount equal to two percent (2%) of the total purchase price of the Purchased Shares purchased by such Purchaser pursuant to this Agreement payable, at the election of the Company, (1) in cash or (2) in that number of shares of Common Stock equal to the amount owed in liquidated damages under this Section 5(b)(i) divided by the Per Share Price (rounding up to the nearest whole share).
Delay in Effectiveness of Registration Statement. In the event that such Registration Statement has not been declared effective by: (x) the Effectiveness Deadline if the SEC does not elect to review the Registration Statement or (y) within 129 days of the Closing Date, if the SEC elects to review the Registration Statement, or the Company at any time fails to issue unlegended Registrable Securities to the extent required by Article V of the Purchase Agreement, then the Company shall pay each Holder (other than (i) in the case of a Registration Statement not declared effective, a Holder of Registrable Securities that the Company could exclude from registration in accordance with Section 9 and (ii) in the case of a failure to issue unlegended certificates in accordance with the Purchase Agreement, a Holder that is not a party to, including as a permitted assignee bound to, the Purchase Agreement) a Monthly Delay Payment (as defined below) with respect to each successive 30-day period (or portion thereof appropriately prorated) thereafter that effectiveness of the Registration Statement is delayed or failure to issue such unlegended Registrable Securities persists.
Delay in Effectiveness of Registration Statement. In the event that the Registration Statement is not declared effective within 104 days after the filing of the Registration Statement with the Commission, the Company shall pay to the Purchaser liquidated damages in an amount equal to 0.25% of the number of Shares purchased by the Purchaser pursuant to this Agreement for each week thereafter that the Registration Statement is not declared effective. Such liquidated damages shall be paid through the issuance of additional Shares at such time as the Registration Statement is declared effective. No liquidated damages shall be paid under this Agreement if effectiveness of the Registration Statement is prevented or delayed due to fire, explosion, flood, riot, labor dispute, accident, act of God, change in existing regulation or law, or other similar event beyond the Company's reasonable control.
