Common use of Delay in Effectiveness Clause in Contracts

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 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 the $1,000,000 Term Loan D Note were converted and the Warrants were exercised, Registerable 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) 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 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 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 the Note 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 Note 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.