Common use of Listing of Underlying Shares Clause in Contracts

Listing of Underlying Shares. (a) The Company shall (1) not later than the fifth Business Day following the Closing Date prepare and file with fthe OTC Bulletin Board (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest in respect of) the Debentures, assuming such conversion occurred on the Original Issue Date and (ii) the Underlying Shares issuable upon exercise in full of the Warrants (2) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange or market on which the Common Stock is then listed) as soon as possible thereafter, and (3) provide to the Purchasers evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding Debentures, on account of accrued and unpaid interest thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, and (B) the number of Underlying Shares as would be issuable as payment of interest on the Debentures and (y) the

Listing of Underlying Shares. (a) The Company shall (1a) not later than the fifth Business Day following time prescribed by the Closing Date rules and regulations of the Nasdaq SmallCap Market, prepare and file with fthe OTC Bulletin Board the Nasdaq SmallCap Market (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesShares, assuming such conversion occurred on the Original Issue Date and or the Filing Date (ii) the Underlying Shares issuable upon exercise in full of the Warrants whichever yields a lower Conversion Price), (2b) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board Nasdaq SmallCap Market (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers Purchaser evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesShares, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, Shares and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures and (y) theShares.

Listing of Underlying Shares. (a) The Company shall (1) not later than the fifth Business Day following the Closing Date prepare and file with fthe the OTC Bulletin Board (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest in respect of) the Debentures, assuming such conversion occurred on the Original Issue Date and (ii) the Underlying Shares issuable upon exercise in full of the Warrants (2) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange or market on which the Common Stock is then listed) as soon as possible thereafter, and (3) provide to the Purchasers evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding Debentures, on account of accrued and unpaid interest thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, and (B) the number of Underlying Shares as would be issuable as payment of interest on the Debentures and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants. (b) The Company will use its commercially reasonable efforts to list the Common Stock for trading on either the Nasdaq SmallCap Market or Nasdaq National Market as soon as possible after the Closing Date and immediately thereafter shall list the shares referenced in Section 3.9(a) thereon, and maintain such listing thereafter as long as Underlying Shares are outstanding.

Listing of Underlying Shares. (a) The Company shall (1a) not later ---------------------------- than the fifth Business Day following the Closing Date prepare and file with fthe OTC Bulletin Board the Nasdaq SmallCap Market (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesShares, assuming such conversion occurred on the Original Issue Date or the Filing Date (whichever yields a lower Conversion Price) and (ii) the Underlying Shares issuable upon exercise in full of the Warrants Warrants, (2b) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board Nasdaq SmallCap Market (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesShares, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, Shares and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Shares and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants.

Listing of Underlying Shares. The Company will use its commercially reasonable efforts to list the Common Stock for trading on either the Nasdaq SmallCap Market or Nasdaq National Market as soon as possible after the Closing Date and to maintain such listing thereafter as long as Underlying Shares are outstanding. If the Common Stock hereafter is listed for trading on the Nasdaq National Market, Nasdaq SmallCap Market (a) The or on the American Stock Exchange or New York Stock Exchange, or any other national securities market or exchange), then the Company shall (1) not later than take all necessary steps to list the fifth Business Day following Underlying Shares thereon, including the Closing Date prepare and file with fthe OTC Bulletin Board (as well as preparation of any other national securities exchange, market or trading facility on which the Common Stock is then listed) an required additional shares listing application therefor covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of the then outstanding principal amount of Preferred Stock (and plus all Underlying Shares are issuable as payment of interest in respect of) the Debenturesdividends thereon, assuming all such conversion occurred on the Original Issue Date dividends were paid in shares of Common Stock) and (ii) the Underlying Shares issuable upon exercise in full of the then unexercised portion of the Warrants and (2) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange or market on which the Common Stock is then listed) as soon as possible thereafter, and (3) provide to the Purchasers Purchaser evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time following the listing of the Underlying Shares in accordance with the foregoing, the number of shares of Common Stock issuable on conversion of all then outstanding Debenturesshares of Preferred Stock, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility)listed, the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the DebenturesPreferred Stock, and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Preferred Stock and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants.

Listing of Underlying Shares. (a) The Company shall (1a) not later than the fifth Business Day following the Closing Date prepare and file with fthe OTC Bulletin Board the Nasdaq SmallCap Market (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesShares, assuming such conversion occurred on the Original Issue Date or the Filing Date (whichever yields a lower Conversion Price) and (ii) the Underlying Shares issuable upon exercise in full of the Warrants (2b) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board Nasdaq SmallCap Market (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesShares, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, Shares and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Shares and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants.

Listing of Underlying Shares. (a) The Company shall (1a) not later ---------------------------- than the fifth Business Day following time prescribed by the Closing Date rules and regulations of the Nasdaq SmallCap Market, prepare and file with fthe OTC Bulletin Board the Nasdaq SmallCap Market (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesShares, assuming such conversion occurred on the Original Issue Date or the Filing Date (whichever yields a lower Conversion Price) and (ii) the Underlying Shares issuable upon exercise in full of the Warrants Warrants, (2b) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board Nasdaq SmallCap Market (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers Purchaser evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesShares, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board Nasdaq SmallCap Market (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, Shares and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Shares and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants.

Listing of Underlying Shares. (a) The Company shall (1a) not later than the fifth Business Day following time prescribed by the Closing Date rules and regulations of the NASD , prepare and file with fthe the OTC Bulletin Board (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) ), if necessary for listing, an additional shares listing application covering at least one hundred fifty percent (150%) of the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesPreferred Stock, assuming such conversion occurred on the Original Issue Date and date of such application, (ii) the Underlying Shares issuable upon exercise in full of the Warrants (2b) take all steps necessary to cause the such shares Underlying Shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers Investor evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesPreferred Stock, on account of including accrued and unpaid interest thereon and upon exercise in full of the Warrants dividends thereon, is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility), the Company shall shall, if necessary for listing, promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board NASD (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of one hundred fifty percent (x150%) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the DebenturesPreferred Stock, and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures and (y) thePreferred Stock.

Listing of Underlying Shares. The Company will use its commercially reasonable efforts to list the Common Stock for trading on either the Nasdaq SmallCap Market or Nasdaq National Market as soon as possible after the Closing Date and to maintain such listing thereafter as long as Underlying Shares are outstanding. If the Common Stock hereafter is listed for trading on the Nasdaq National Market, Nasdaq SmallcCap Market (a) The or on the American Stock Exchange or New York Stock Exchange, or any other national securities market or exchange), then the Company shall (1) not later than take all necessary steps to list the fifth Business Day following Underlying Shares thereon, including the Closing Date prepare and file with fthe OTC Bulletin Board (as well as preparation of any other national securities exchange, market or trading facility on which the Common Stock is then listed) an required additional shares listing application therefor covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of the then outstanding principal amount of Preferred Stock (and plus all Underlying Shares are issuable as payment of interest in respect of) the Debenturesdividends thereon, assuming all such conversion occurred on the Original Issue Date dividends were paid in shares of Common Stock) and (ii) the Underlying Shares issuable upon exercise in full of the then unexercised portion of the Warrants and (2) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange or market on which the Common Stock is then listed) as soon as possible thereafter, and (3) provide to the Purchasers Purchaser evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time following the listing of the Underlying Shares in accordance with the foregoing, the number of shares of Common Stock issuable on conversion of all then outstanding Debenturesshares of Preferred Stock, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility)listed, the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the DebenturesPreferred Stock, and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Preferred Stock and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrants.

Listing of Underlying Shares. The Company shall, as specifically required by such national securities exchange or trading facility on which the Common Stock is then listed, (a) The Company shall (1) not later than the fifth Business Day following the Closing Date prepare and file with fthe the OTC Bulletin Board (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) an additional shares listing application covering at least the sum of (i) two times the number of Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesShares, assuming such conversion occurred on the Original Issue Date or the Filing Date (as defined in the Registration Rights Agreement) (whichever yields a lower Conversion Price) and (ii) the Underlying Shares issuable upon exercise in full of the Warrants Warrant (2b) take all steps necessary to cause the such shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers Purchaser evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesShares, on account of accrued and unpaid interest dividends thereon and upon exercise in full of the Warrants Warrant is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility), the Company shall promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of (x) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the Debentures, Shares and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures Shares and (y) thethe number of Underlying Shares as would be issuable upon exercise in full of the Warrant.

Listing of Underlying Shares. (a) The Company shall (1a) not later than the fifth Business Day following time prescribed by the Closing Date rules and regulations of the NASD , prepare and file with fthe the OTC Bulletin Board (as well as any other national securities exchange, market or trading facility on which the Common Stock is then listed) ), if necessary for listing, an additional shares listing application covering at least the sum of (i) two times the such number of shares of Common Stock of the Underlying Shares as would be issuable upon a conversion in full of (and as payment of interest dividends in respect of) the DebenturesPreferred Stock, assuming such conversion occurred on the Original Issue Date and date of such application, (ii) the Underlying Shares issuable upon exercise in full of the Warrants (2b) take all steps necessary to cause the such shares Underlying Shares to be approved for listing on the OTC Bulletin Board (as well as on any other national securities exchange exchange, market or market trading facility on which the Common Stock is then listed) as soon as possible thereafter, and (3c) provide to the Purchasers Investors evidence of such listing, and the Company shall maintain the listing of its Common Stock on such exchange or market. In addition, if at any time thereafter the number of shares of Common Stock issuable on conversion of all then outstanding DebenturesPreferred Stock, on account of including accrued and unpaid interest thereon and upon exercise in full of the Warrants dividends thereon, is greater than the number of shares of Common Stock theretofore listed with the OTC Bulletin Board (and any such other national securities exchange, market or trading facility), the Company shall shall, if necessary for listing, promptly take such action (including the actions described in the preceding sentence) to file an additional shares listing application with the OTC Bulletin Board NASD (and any such other national securities exchange, market or trading facility) covering at least a number of shares equal to the sum of two hundred percent (x200%) 200% of (A) the number of Underlying Shares as would then be issuable upon a conversion in full of the DebenturesPreferred Stock, and (B) the number of Underlying Shares as would be issuable as payment of interest dividends on the Debentures and (y) thePreferred Stock.