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

Lapse in Effectiveness of Registration Statement. In the event that the Registration Statement is filed and declared effective but, during the Registration Period, the Registration Statement ceases to be effective or useable or the prospectus included in the Registration Statement (the "PROSPECTUS", as amended or supplemented by any prospectus supplement and by all other amendments thereto and all material incorporated by reference in such Prospectus) ceases to be usable, in either case, in connection with resales of Registrable Shares, without such lapse being cured within ten (10) Business Days (the "CURE PERIOD") by a post-effective amendment to the Registration Statement, a supplement to the Prospectus or a report filed with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act that cures such lapse, then the Company shall pay to each Purchaser liquidated damages (in addition to the rights and remedies available to each Purchaser under applicable law and this Agreement), for the period from and including the first day following the expiration of the Cure Period until, but excluding, the earlier of (1) the date on which such failure is cured and (2) the date on which the Registration Period expires, at a rate equal to one percent (1%) per month (pro rata on a 30-day basis) of the total purchase price of the Purchased Securities purchased by such Purchaser and still held by such Purchaser pursuant to this Agreement, provided, however, that in no event shall the aggregate amount of all such liquidated damages payable pursuant to this subsection (ii) and subsection (i) above exceed ten percent (10%) of the total purchase price of the Purchased Securities purchased by such Purchaser pursuant to this Agreement. Such liquidated damages shall be payable in cash within ten (10) days of the end of each one (1) month anniversary of the expiration of the Cure Period.

Lapse in Effectiveness of Registration Statement. In the event that the Registration Statement is filed and declared effective but, during the Registration Period, the Registration Statement ceases to be effective or useable or the prospectus included in the Registration Statement (the "PROSPECTUS", as amended or supplemented by any prospectus supplement and by all other amendments thereto and all material incorporated by reference in such Prospectus) ceases to be usable, in either case, in connection with resales of Registrable Shares, without such lapse being cured within ten fifteen (1015) Business Days (the "CURE PERIOD") by a post-effective amendment to the Registration Statement, a supplement to the Prospectus or a report filed with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act that cures such lapse, then except with respect to "Excluded Events" (defined below), the Company shall pay in cash to each Purchaser liquidated damages (in addition to the rights and remedies available to each Purchaser under applicable law and this Agreement), for the period from and including the first day following the expiration of the Cure Period until, but excluding, the earlier of (1) the date on which such failure is cured and (2) the date on which the Registration Period expires, at a rate equal to one percent (1%) per month (pro rata on a 30-day basis) of the total purchase price product of the Per Share Price and the number of Purchased Securities purchased by such Purchaser and still held by such Purchaser pursuant to this Agreement, provided, however, that in no event shall the aggregate amount of all such liquidated damages payable pursuant to this subsection (ii) and subsection (i) above exceed ten percent (10%) of the total purchase price of the Purchased Securities purchased by such Purchaser pursuant to this Agreement. Such liquidated damages shall be payable in cash within ten (10) days of the end of each one (1) month anniversary of the expiration of the Cure Period. Excluded Events shall mean: (A) as provided in Section 5(c)(ii) or 5(c)(iii) below, (B) if the Company is involved in a Rule 13e-3 transaction as defined in Section 13e-3 of the Exchange Act, or (C) a merger or consolidation of the Company or sale of more than one-half of the assets of the Company in one or a series of related transactions, unless following such transaction or series of transactions, the holders of the Company's securities prior to the first such transaction continue to hold at least 50% of the voting rights and equity interests of the surviving entity or acquirer.

Lapse in Effectiveness of Registration Statement. In the event that the Registration Statement is filed and declared effective but, during the Registration Period, the Registration Statement ceases shall thereafter cease to be effective or useable or the prospectus included in the Registration Statement (the "PROSPECTUSProspectus", as amended or supplemented by any prospectus supplement and by all other amendments thereto and all material incorporated by reference in such Prospectus) ceases to be usable, in either case, in connection with resales of Registrable Shares, without such lapse being cured within ten (10) Business Days 10 business days (the "CURE PERIODCure Period") by a post-effective amendment to the Registration Statement, a supplement to the Prospectus or a report filed with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act or other action that cures such lapse, then the Company shall pay to each Purchaser that at the time of such lapse continues to hold Registrable Securities, liquidated damages (in addition to the rights and remedies available to each Purchaser under applicable law and this Agreement), in cash or shares at the option of the Company, for the period from and including the first day following the expiration of the Cure Period until, but excluding, the earlier of (1A) the date on which such failure is cured and (2B) the date on which the Registration Period expires, at a rate equal to one percent (1%) per month (pro rata on a 30-day basis) of the total purchase price of the Purchased Securities purchased by such Purchaser and still that are held by such Purchaser at the time of such lapse pursuant to this Agreement, provided, however, that in no event shall the aggregate amount Agreement up to a maximum of all such liquidated damages payable pursuant to this subsection (ii) and subsection (i) above exceed ten percent (10%) 18% of the total purchase price of the Purchased Securities purchased by such Purchaser pursuant to this AgreementPurchaser. Such liquidated damages shall be payable in cash within ten (10) days of the end of each one (1) month anniversary of the expiration of the Cure Period.

Lapse in Effectiveness of Registration Statement. In the event that the Registration Statement is filed and declared effective but, during the Registration Period, the Registration Statement ceases shall thereafter cease to be effective or useable or the prospectus included in the Registration Statement (the "PROSPECTUS"“Prospectus”, as amended or supplemented by any prospectus supplement and by all other amendments thereto and all material incorporated by reference in such Prospectus) ceases to be usable, in either case, in connection with resales of Registrable Shares, without such lapse being cured within ten (10) Business Days business days (the "CURE PERIOD"“Cure Period”), with the maximum number of days in any Cure Periods during any 365 day period not to exceed forty-five (45) business days, by a post-effective amendment to the Registration Statement, a supplement to the Prospectus or a report filed with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act that cures such lapse, then the Company shall pay to each Purchaser Purchaser, liquidated damages (in addition to the rights and remedies available to each Purchaser under applicable law and this Agreement), for the period from and including the first day following the expiration of the Cure Period (or number of days in such Cure Periods exceeding the aforementioned forty-five (45) days) until, but excluding, the earlier of (1i) the date on which such failure is cured and (2ii) the date on which the Registration Period expires, at a rate equal to one percent (1%) per month for every thirty days after such failure (pro rata on a 30-day basis) of the total purchase price of the Purchased Securities purchased by such Purchaser and still held by such Purchaser pursuant to this Agreement, provided, however, that in no event shall the aggregate amount of all such liquidated damages payable pursuant to this subsection (ii) and subsection (i) above exceed ten percent (10%for partial months) of the total purchase price of the Purchased Securities purchased by such Purchaser pursuant to this AgreementAgreement and still held by such Purchaser. Such liquidated damages shall be payable monthly in cash within ten (10) days of the end of each one (1) month anniversary of the expiration of the Cure Periodcash.