Common use of Delay in Effectiveness of Registration Statement Clause in Contracts

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. Upon If the occurrence Registration Statement is not filed by the Company with the Commission on or prior to the Filing Date, then for each month, consisting of any Event a thirty (as defined below30) day period (a "Month") (or pro rata portion thereof), as partial relief for following the damages suffered therefrom Filing Date, until but excluding the date the Registration Statement is filed, or if the Registration Statement is not declared effective by the Purchasers Commission by the Required Effective Date, then for each Month (which remedy shall not be exclusive of any other remedies which are available at law or in equity; and provided further that pro rata portion thereof) following the Purchasers shall be entitled to pursue an action for specific performance of Required Effective Date, until but excluding 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 date the Purchaser to post a bond)Commission declares the Registration Statement effective, the Company shall shall, for each such Month (pro rated for any period less than thirty (30) days), pay the Purchaser with respect to each Purchaserany such failure, 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 one and Oneone-Half Percent half percent (1.5%) of the aggregate purchase price paid by such Purchaser for its Shares pursuant to this Agreement; and at for any such Month, such payment shall be made no later than the end fifth (5th) business day of each 30-day period thereafter; (ii) the Registration Statement calendar month next succeeding the applicable Month for which payment is not declared effective on or prior to be made by the date that is 90 days after Company. Notwithstanding the Pricing Date (the "Required Effectiveness Date")foregoing provisions, in which case no event shall the Company be obligated to pay such liquidated damages to more than one Purchaser in respect of the same Shares for the same period of time and in no event shall the Company be required to pay on the calendar day following the Required Effectiveness Date an amount aggregate liquidated damages under this Section 7.7 in cash equal to One and Oneexcess of twenty-Half Percent five percent (1.525%) of the aggregate purchase price paid by such Purchaser and at the end of each 30-day period thereafter; or (iii) if Purchasers for 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 Shares pursuant 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 effectivethis Agreement. The payment obligations of the Company under this Section 5.2 Such payments shall be cumulativemade to the Purchaser in cash.

Delay in Effectiveness of Registration Statement. Upon If the occurrence of any Event (as defined below), as partial relief for the damages suffered therefrom Registration Statement is not declared effective by the Purchasers SEC by the Required Effective Date, then for each fifteen (which remedy shall not be exclusive of any other remedies which are available at law or in equity; and provided further that 15) day period following the Purchasers shall be entitled to pursue an action for specific performance of Required Effective Date, until but excluding 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 date the Purchaser to post a bond)SEC declares the Registration Statement effective, the Company shall shall, for each such 15-day period, pay each Xxxxxxxx Purchaser with respect to each Purchaserany such failure, as liquidated damages and not as a penalty, such amounts and either (at such times as shall be determined pursuant to this Section 5.2. For such purposes, each of the following shall constitute an "Event": Company’s discretion): (ia) 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 or other immediately available funds equal to One and One-Half Percent (1.5%) % of the aggregate purchase price paid by such Xxxxxxxx Purchaser for its Securities pursuant to this Agreement or (b) a number of validly issued, fully paid and at nonassessable additional shares of Common Stock (the end of each 30-day period thereafter; “Penalty Shares”) determined by dividing (i) the amount otherwise payable pursuant to the preceding clause (a), by (ii) 2.69; and for any such period, such payment shall be made no later than the Registration Statement is first business day of the calendar month next succeeding the month in which such period ends. Any payments made pursuant to this Section 7.6. shall not declared effective on or prior to constitute the date that is 90 days after Xxxxxxxx Purchasers’ exclusive remedy for such events. Notwithstanding the Pricing Date (the "Required Effectiveness Date")foregoing provisions, in which case no event shall the Company shall be obligated to pay on the calendar day following the Required Effectiveness Date an amount such liquidated damages to more than one Xxxxxxxx Purchaser in cash equal to One and One-Half Percent (1.5%) respect of the aggregate purchase price paid by such Purchaser and at same Securities for the end same period 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 cumulativetime.

Delay in Effectiveness of Registration Statement. Upon If the occurrence Registration Statement is not filed by the Company with the Commission on or prior to the Filing Date, then for each month, consisting of any Event a thirty (as defined below30) day period (a “Month”) (or pro rata portion thereof), as partial relief for following the damages suffered therefrom Filing Date, until but excluding the date the Registration Statement is filed, or if the Registration Statement is not declared effective by the Purchasers Commission by the Required Effective Date, then for each Month (which remedy shall not be exclusive of any other remedies which are available at law or in equity; and provided further that pro rata portion thereof) following the Purchasers shall be entitled to pursue an action for specific performance of Required Effective Date, until but excluding 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 date the Purchaser to post a bond)Commission declares the Registration Statement effective, the Company shall shall, for each such Month (pro rated for any period less than thirty (30) days), pay the Purchaser with respect to each Purchaserany such failure, 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 one and Oneone-Half Percent half percent (1.5%) of the aggregate purchase price paid by such Purchaser for its Units pursuant to this Agreement; and at for any such Month, such payment shall be made no later than the end fifth (5th) business day of each 30-day period thereafter; (ii) the Registration Statement calendar month next succeeding the applicable Month for which payment is not declared effective on or prior to be made by the date that is 90 days after Company. Notwithstanding the Pricing Date (the "Required Effectiveness Date")foregoing provisions, in which case no event shall the Company be obligated to pay such liquidated damages to more than one Purchaser in respect of the same Shares for the same period of time and in no event shall the Company be required to pay on the calendar day following the Required Effectiveness Date an amount aggregate liquidated damages under this Section 7.7 in cash equal to One and One-Half Percent excess of twelve percent (1.512%) of the aggregate purchase price paid by such Purchaser and at the end of each 30-day period thereafter; or (iii) if Purchasers for 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 Units pursuant 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 effectivethis Agreement. The payment obligations of the Company under this Section 5.2 Such payments shall be cumulativemade to the Purchaser in cash.

Delay in Effectiveness of Registration Statement. Upon If (a) a Registration Statement covering the occurrence of any Event (as defined below)Shares and Warrant Shares is not filed on or prior to the Filing Deadline or declared effective by the Commission on or prior to the Effectiveness Deadline, then for each day following the Effectiveness Deadline until but excluding the date the Company files or the Commission declares effective the Registration Statement, 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)case may be, the Company shall shall, for each such day, pay each Purchaser with respect to each Purchaserany such failure, as liquidated damages and not as a penalty, such amounts and at such times as shall be determined pursuant an amount per thirty (30)-day period equal to this Section 5.2. For such purposes, each 1.0% 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 for its Shares and at the end Warrant Shares pursuant to this Agreement (calculated on a daily pro rata basis for any portion of each 30-day such thirty (30)-day period thereafter; (ii) the Registration Statement is not declared effective on or prior to the date that cure of such failure); and for any such thirty (30)-day period (or earlier period if such failure 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 cured prior 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 such payment shall pay, on the calendar day be made no later than three (3) Business Days following the first such thirty (30)-day period (or earlier period if such failure is cured prior to thirty (30) days of suspensiondays). Notwithstanding the foregoing provisions, an amount in cash equal no event shall the Company be obligated to One and One-Half Percent (1.5%) pay any liquidated damages pursuant to this Section 6.5 to more than one Purchaser in respect of the same Shares or Warrant Shares for the same period of time or in an aggregate amount that exceeds 6.0% of the purchase price paid by such Purchaser the Purchasers for the Shares and at the end of each 30-day period thereafter until the suspension has been terminated and the Registration Statement is again effectiveWarrant Shares pursuant to this Agreement. The payment obligations of the Company under this Section 5.2 Such payments shall be cumulativemade to the Purchasers in cash.