Common use of Late Registration Clause in Contracts

Late Registration. If any registration statement required to be filed hereunder (x) has not been filed by the Required Filing Date, (y) has not been declared effective by the SEC on or before the Effective Date, or (z) is filed and declared effective but shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded within ten (10) days (the “Required Cure Date”) by a post-effective amendment to such registration statement that cures such failure and that is itself immediately declared effective, the Company shall, on the business day immediately following the Required Filing Date, the Effective Date or the Required Cure Date, as the case may be, and each 30th day thereafter, make a payment to the Investor as partial compensation for such delay (the “Late Registration Payments”) equal to one percent (1%) of the aggregate purchase price of the Registrable Securities (calculated based on a per share price of $9.50) not previously sold by the Investor until such registration statement is filed or declared effective by the SEC, as the case may be; provided, however, that in no event shall the payments made pursuant to this Section 8, if any, exceed in the aggregate twelve percent (12%) of such aggregate price. Late Registration Payments will be prorated on a daily basis during each 30 day period and will be paid to the Investor by wire transfer or check within five business days after the earlier of (i) the end of each thirty day period following the Effective Date, Required Filing Date or Required Cure Date, as applicable or (ii) the effective date of such registration statement.