Common use of Further Registration Statements Clause in Contracts

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this Agreement, the Company will not file any registration statements, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act, without regard to volume limitations. The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations (“Exclusion Period”). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement which may include the Shares described on Schedule 10(i) hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms Form S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the date that the Registration Statement described in Section 11(d) of this Agreement shall have been current declared effective by the Commission and available for use in connection with the public resale of the Registrable Securities (as defined in Section 11.1(i) Shares for a period of 365 days, 180 days or (ii) until all the Shares and Warrant Shares have been resold sold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act, without regard to volume limitations144 ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 10 of this AgreementAgreement and as set forth on Schedule 10.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i10.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this Agreement, Agreement the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms Form S-8, but excluding any post-effective amendment(s) required to be made to its Form SB-2 registration statement (SEC File No. 333-112585), with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the public resale of the Registrable Securities (as defined in Section 11.1(i) Shares and Warrant Shares for a period of 365 days, 180 days or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("EXCLUSION PERIOD"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i)) for a period of 365 days, 30 days or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations (the "Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration ---------------------------------- statement filed on behalf of the Subscribers pursuant to Section 11 of this Agreement, Agreement the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms Form S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 180 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 180 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note)Certificate of Designation.

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this Agreement, Agreement the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms Form S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations (“Exclusion Period”). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 180 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statements, including but not limited to Forms Form S-8, or amend any already filed registration statement, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and as set forth on Schedule 11.1 hereto, the Company will not file any registration statements, including but not limited to Forms excluding Form S-8, or amend any already filed registration statement, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 days, or (ii) until all the Shares and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("Exclusion Period"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note). The Company will not file a Form S-8 during the pendency of an Event of Default and for the registration of more than 1,000,000 shares per month or 6,000,000 shares for six months from the date hereof.

Further Registration Statements. Except for a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this AgreementAgreement and Section 11 of the Subscription Agreement included in the First Offering, the Company will not file any registration statementsstatements or amend any already filed registration statement, including but not limited to Forms Form S-8, with the Commission or with state regulatory authorities without the consent of the Subscriber until the expiration of the "EXCLUSION PERIOD", which is defined as the sooner of (i) the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities (as defined in Section 11.1(i) for a period of 365 120 days, or (ii) until all the Shares Shares, Initial Shares, and Warrant Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or Rule 144(k) under the 1933 Act144, without regard to volume limitationslimitations ("EXCLUSION PERIOD"). The Exclusion Period will be tolled during the pendency of an Event of Default (as defined in the Note).