Common use of Filing of Subsequent Shelf Registration Statements or Amendments Clause in Contracts

Filing of Subsequent Shelf Registration Statements or Amendments. The Company shall prepare and cause to be filed on or as soon as practicable after the first anniversary of the Closing Date (but no later than ten (10) days thereafter) and as soon as practicable after each of the successive semi-annual interest payment dates provided for in the Debenture Purchase Agreement (but no later than ten (10) days thereafter) an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then- effective Shelf Registration Statement (a "Top-up Shelf Registration Statement") providing for the registration of all of the Registrable Securities comprising shares of Common Stock or other securities issued as interest payments pursuant to the Debenture Purchase Agreement which have not been registered previously. The Company shall also use all reasonable efforts to cause to be filed, as soon as practicable each time after receipt of a written demand from a Holder (but no later than thirty (30) days thereafter), an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then-effective Shelf Registration Statement (also a "Top-up Shelf Registration Statement") providing for the registration of any and all of the Registrable Securities each Holder demands to be included in such Top-up Shelf Registration Statement which have not been registered previously; provided, however, that no such demand shall be effective before the first anniversary of the Closing Date or after the end of the Registration Period. The Company shall use its best efforts to have each such Shelf Registration Statement or post-effective amendment declared effective by the Commission as soon as practicable after filing. The Company shall use its best efforts to keep each Top-up Shelf Registration Statement continuously effective for the Registration Period, or such shorter period which will terminate when all of the Registrable Securities covered by such Top-up Shelf Registration Statement, as amended from time to time pursuant to this Section 2(b), have been sold pursuant to such Top-up Shelf Registration Statement. Notwithstanding the foregoing, except as set forth below, any Holder who does not provide information reasonably requested by the Company in connection with the Top-up Shelf Registration Statement shall not be entitled to have its Registrable Securities included in the Top-up Shelf Registration Statement.

Filing of Subsequent Shelf Registration Statements or Amendments. The Company shall prepare and cause to be filed on or as soon as practicable after the first anniversary of the Closing Date (but no later than ten (10) days thereafter) and as soon as practicable after each of the successive semi-annual interest payment dates provided for in the Debenture Purchase Agreement (but no later than ten (10) days thereafter) an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then- effective Shelf Registration Statement (a "Top-up Shelf Registration Statement") providing for the registration of all of the Registrable Securities comprising shares of Common Stock or other securities issued as interest payments pursuant to the Debenture Purchase Agreement which have not been registered previously. The Company shall also use all reasonable efforts to cause to be filed, during each successive period of not less than 60 days and not more than 90 days (as soon as practicable each time after receipt determined by the Company, having regard principally to coordination of such registration with ongoing business matters and disclosure requirements) following effectiveness of the Initial Shelf Registration Statement which terminates on or before the end of the Registration Period (each, a written demand from a Holder (but no later than thirty (30) days thereafter"Top-up Period"), an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then-effective Shelf Registration Statement (also a "Top-up Shelf Registration Statement") providing for the registration of any and all of the Eligible Registrable Securities each Holder demands elects to be included include in such Top-up Shelf Registration Statement which have not been registered previously; provided, however, that no such demand shall be effective before the first anniversary of the Closing Date or after the end of the Registration Period. The Company shall use its best all reasonable efforts to have each such Shelf Registration Statement or post-effective amendment declared effective by the Commission SEC as soon as practicable after filing. The Subject to Section 7 hereof, the Company shall use its best all reasonable efforts to keep each Top-up Shelf Registration Statement continuously effective for the Registration Period, or such shorter period which will terminate when all of the Eligible Registrable Securities covered by such Top-up Shelf Registration Statement, as amended from time to time pursuant to this Section 2(b2(c), have been sold pursuant to such Top-up Shelf Registration Statement. Notwithstanding the foregoing, except as set forth below, any Holder who does not provide information reasonably requested by the Company in connection with the Top-up Shelf Registration Statement shall not be entitled to have its Registrable Securities included in the Top-up Shelf Registration Statement.

Filing of Subsequent Shelf Registration Statements or Amendments. The Company shall prepare and cause to be filed on or as soon as practicable after the first anniversary of the Closing Date (but no later than ten (10) days thereafter) and as soon as practicable after each of the successive semi-annual interest payment dates provided for in the Debenture Purchase Agreement (but no later than ten (10) days thereafter) an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then- effective Shelf Registration Statement (a "Top-up Shelf Registration Statement") providing for the registration of all of the Registrable Securities comprising shares of Common Stock or other securities issued as interest payments pursuant to the Debenture Purchase Agreement which have not been registered previously. The Company shall also use all reasonable efforts to cause to be filed, as soon as practicable each time after receipt of a written demand from a Holder (but no later than thirty (30) days thereafter), provided, however, that such demand shall not be effective before the first anniversary of the Closing Date or after the end of the Registration Period, an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then-effective Shelf Registration Statement (also a "Top-up Shelf Registration Statement") providing for the registration of any and all of the Registrable Securities each Holder demands to be included in such Top-up Shelf Registration Statement which have not been registered previously; provided, however, that no such demand shall be effective before the first anniversary of the Closing Date or after the end of the Registration Period. The Company shall use its best efforts to have each such Shelf Registration Statement or post-effective amendment declared effective by the Commission as soon as practicable after filing. The Company shall use its best efforts to keep each Top-up Shelf Registration Statement continuously effective for the Registration Period, or such shorter period which will terminate when all of the Registrable Securities covered by such Top-up Shelf Registration Statement, as amended from time to time pursuant to this Section 2(b), have been sold pursuant to such Top-up Shelf Registration Statement. Notwithstanding the foregoing, except as set forth below, any Holder who does not provide information reasonably requested by the Company in connection with the Top-up Shelf Registration Statement shall not be entitled to have its Registrable Securities included in the Top-up Shelf Registration Statement.

Filing of Subsequent Shelf Registration Statements or Amendments. The Company shall prepare and cause to be filed on or as soon as practicable after the first anniversary of the Closing Date (but no later than ten (10) days thereafter) and as soon as practicable after each of the successive semi-annual interest payment dates provided for in the Debenture Purchase Agreement (but no later than ten (10) days thereafter) an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then- then-effective Shelf Registration Statement (a "Top-up Shelf Registration Statement") providing for the registration of all of the Registrable Securities comprising shares of Common Stock or other securities issued as interest payments pursuant to the Debenture Purchase Agreement which have not been registered previously. The Company shall also use all reasonable efforts to cause to be filed, as soon as practicable each time after receipt of a written demand from a Holder (but no later than thirty (30) days thereafter), an additional Shelf Registration Statement or, at the Company's option, a post-effective amendment to any then-effective Shelf Registration Statement (also a "Top-up Shelf Registration Statement") providing for the registration of any and all of the Registrable Securities each Holder demands to be included in such Top-up Shelf Registration Statement which have not been registered previously; provided, however, that no such demand shall be effective before the first anniversary of the Closing Date or after the end of the Registration Period. The Company shall use its best efforts to have each such Shelf Registration Statement or post-effective amendment declared effective by the Commission as soon as practicable after filing. The Company shall use its best efforts to keep each Top-up Shelf Registration Statement continuously effective for the Registration Period, or such shorter period which will terminate when all of the Registrable Securities covered by such Top-up Shelf Registration Statement, as amended from time to time pursuant to this Section 2(b), have been sold pursuant to such Top-up Shelf Registration Statement. Notwithstanding the foregoing, except as set forth below, any Holder who does not provide information reasonably requested by the Company in connection with the Top-up Shelf Registration Statement shall not be entitled to have its Registrable Securities included in the Top-up Shelf Registration Statement.