Common use of No Listing; Premium Price Redemption for Delisting of Class of Shares Clause in Contracts

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstanding, then the Company shall make to each Holder a Monthly Delay Payment for each 30 day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quoted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Principal Market or one of the other Approved Market and each other securities exchange and market on which Markets (as defined in the Common Stock is then traded Purchase Agreement) at all times during the period ("“Listing Period"”) commencing from the date (“Effectiveness Commencement Date”) which is the earlier of the effective date effectiveness of the Registration Statement and the 69th day following the Closing Date (or the Effectiveness Deadline and continuing thereafter for so long 129th day if the SEC elects to review the Registration Statement) until such time as any Warrants are outstandingthe registration period specified in Section 5 terminates, then the Company shall make provide to each Holder a Monthly Delay Payment Payment, for each 30 day period (or portion thereofthereof (appropriately prorated) during the Listing Period from and after which such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisting is not in effect. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 3 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make provide to such each Holder a Monthly Delay Payment for each 30 30-day period (or portion thereofthereof (appropriately prorated) that during which such listing is not in effect. (C) Notwithstanding the shares are delisted or above in this Section 2(b)(iii), the aggregate amount payable to a Purchaser under this Section 2(b)(iii) shall not quoted or (2) redeem exceed the Securities held by such Holder, in whole or in part, at a redemption price equal to product of multiplying the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.Payment times nine (9)

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, with Nasdaq National Market or one of the other Approved Markets (as defined in the case may be, with the Approved Market Put and each other securities exchange and market on which the Common Stock is then traded Call Agreement) at all times during the period ("Listing Period") commencing from the earlier 60th day following the Tranche Closing Date until such time as all of the effective date Preferred Shares shall have been subject to mandatory conversion pursuant to the terms of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstandingCertificate, then the Company shall make provide to each Holder a Monthly Delay Payment Payment, for each 30 day period (or portion thereofthereof during which such listing is not in effect. In addition to the foregoing, following the 30th day that such listing is not in effect, each Holder shall have the right to sell to the Company any or all of its Preferred Shares at the Mandatory Repurchase Price. The provisions of Section 2(b)(i)(B) during the Listing Period from and after such failure, refusal or inability shall apply to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedthis Section 2(b)(ii)(A). (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Tranche Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 consecutive business days, or if the Registrable Securities are not listed for 5 consecutive days following the Closing, then at the option of each Holder and to the extent such Holder so elects, each Holder shall have the right to sell to the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Preferred Shares held by such Holder, in whole or in part, at a redemption price equal to for the Premium Redemption Mandatory Repurchase Price (as defined on the terms set forth in Section 2(b)(i)(B) above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 90th day following the Closing Date, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash to each Holder a Monthly Delay default payment at a rate (the "Default Payment Rate") equal to two percent (2%) of the sum of (x) the Outstanding Principal Amount of, (y) the accrued but unpaid interest on, plus (z) the accrued but unpaid or unrecognized default payments on the Debentures (the "Debenture Amount") held by such Holder for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as payment of such redemption price. Default payments shall no longer accrue on Debentures after such shares have been redeemed by the case may beCompany pursuant to the foregoing provision.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Registration Period") commencing the earlier of the effective date of the Registration Statement , or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstandingCommon Stock is otherwise suspended from trading thereon, then the Company shall make to each Holder a Monthly Delay Payment on the first business day following any such delisting or failure to be quoted or suspension. In addition, the Company shall pay to each Holder a Monthly Delay Payment for each 30 day period (or portion thereof) during the Listing Registration Period from and after such failure, refusal or inability to so list the Registrable Securities or suspension until the Registrable Securities and Common Stock are so listed and/or quotedquoted and traded on such Approved Markets. (B) In the event that shares of Common Stock of the Company are delisted from or not quoted from on, or trading in the Common Stock is otherwise suspended on, an Approved Market at any time following the Closing Date and remain delisted remains so delisted, not quoted or suspended for 5 consecutive business daysTrading Days without listing and quoting on another Approved Market, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or delisted, not quoted or suspended or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above)Price; provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, approved for trading subject to issuance with the an Approved Market and each other securities exchange and market on which the Common Stock is then traded Market: (1) at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 60th calendar day following the Filing Date, and continuing thereafter for so long as any Warrants the Call Options are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(i)(A), to each Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedand (2) within 30 calendar days following the Filing Date, then the Call Options shall become immediately exercisable. (B) In the event that shares of Common Stock of the Company are delisted from, or not quoted from are no longer approved for trading on, the Approved Market at any time following the Closing Date and remain delisted or not approved for 5 trading for 7 consecutive business calendar days, then (1) the Call Options shall become immediately exercisable and (2) at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1x) make pay in cash or Common Stock (as provided in Section 2(b)(iv) to such Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2y) redeem require the Company to repurchase the Registrable Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Mandatory Repurchase Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Default Payments or Premium Redemption Mandatory Repurchase Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing from the earlier of (i) the effective 120th day following the Closing Date and (ii) the date of the Registration Statement or is declared effective by the Effectiveness Deadline and continuing thereafter SEC, until the Maturity Date (provided that such date shall be deferred 1.5 days for so long as any Warrants are outstandingeach day that there is no Effective Registration), then the Company shall make pay in cash to each Holder a Monthly Delay Payment default payment in an amount equal to three percent (3%) of the aggregate Liquidation Value represented by the Series B Preferred Shares held by such Holder for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quoted.listed (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 five (5) consecutive business trading days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Series B Preferred Stock and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to in accordance with Sections 4(b), 4(d)(iii) and 4(f) of the Premium Redemption Price (as defined above)Articles of Amendment; provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as payment of such redemption price. Default payments shall no longer accrue on Series B Preferred Shares after such shares have been redeemed by the case may beCompany pursuant to the foregoing provision.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing PeriodLISTING PERIOD") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline April 11, 2001, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 5(b)(v), to each Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted, which Default Payments shall not in the aggregate exceed the maximum percentage permitted by law. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) only during the continuance of such delisting, redeem the Securities Debentures and/or Warrants and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Default Payments or Premium Redemption Price, as the case may be.. Default payments shall no longer accrue on Debentures after such

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Nasdaq National Market System or another Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing from the earlier 90th day following the Closing Date until the fifth (5th) anniversary of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstandingClosing Date, then each Holder shall have the right from time to time to sell to the Company, and the Company shall make have the obligation to purchase for immediately available funds, any or all of its Purchased Shares at the Mandatory Repurchase Price. In the event that the Company is statutorily prohibited from purchasing all Purchased Shares submitted for repurchase, the Company shall only be required (as long as such prohibition remains) to purchase a pro rata amount from each Holder based on the number of Purchased Shares submitted for repurchase by all Holders. In any case where the Company fails to repurchase any Purchased Shares as required, in addition to any other remedies available to the Holders, the Company shall provide to each Holder a Monthly Delay Payment in respect of each Purchased Share not so repurchased, for each 30 30-day period (or portion thereofthereof during which such listing is not in effect. The provisions of Section 2(b)(i)(B) during the Listing Period from and after such failure, refusal or inability shall apply to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedthis Section 2(b)(ii)(A). (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 three (3) consecutive business days, or if the Registrable Securities are not listed for three (3) consecutive days following the Closing, then at the option of each Holder and to the extent such Holder so elects, each Holder shall have the right to sell to the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Purchased Shares held by such Holder, in whole or in part, at a redemption price equal to for the Premium Redemption Mandatory Repurchase Price (as defined on the terms set forth in Section 2(b)(i)(B) above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the an Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Registration Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstanding, then the Company shall make to each Holder a Monthly Delay Payment for each 30 day period (or portion thereof) during the Listing Registration Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quoted. (B) In the event that shares of Common Stock of the Company are delisted from or not quoted from on, or trading in the Common Stock is otherwise suspended on, or such delisting or suspension has been threatened from, an Approved Market at any time following the Closing Exchange Date and remain delisted remains so delisted, not quoted or suspended for 5 consecutive business daysTrading Days without being listed and/or quoted on another Approved Market, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or delisted, not quoted or suspended or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above)Price; provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, with Nasdaq National Market or one of the other Approved Markets (as defined in the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded Purchase Agreement) at all times during the period ("Listing Period") commencing from the earlier of the effective date effectiveness of the Registration Statement or and the Effectiveness Deadline and continuing thereafter for so long 90th day following the Closing Date until such time as any Warrants are outstandingthe registration period specified in Section 5 terminates, then the Company shall make provide to each Holder a Monthly Delay Payment Payment, for each 30 day period (or portion thereofthereof during which such listing is not in effect. In addition to the foregoing, following the 10th day that such listing is not in effect, each Holder shall have the right to sell to the Company any or all of its Preferred Shares, Warrants and Options at the Mandatory Repurchase Price. The provisions of Section 2(b)(i)(B) during the Listing Period from and after such failure, refusal or inability shall apply to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedthis Section 2(b)(ii)(A). (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 3 consecutive business days, then the Company shall provide to each Holder a Monthly Delay Payment for each 30 day period or portion thereof during which such listing is not in effect. In addition to the foregoing, following the 5th day that the shares are not so listed or are otherwise suspended, at the option of each Holder and to the extent such Holder so elects, each Holder shall have the right to sell to the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem Preferred Shares, the Securities Warrants and the Options held by such Holder, in whole or in part, at a redemption price equal to for the Premium Redemption Mandatory Repurchase Price (as defined on the terms set forth in Section 2(b)(i)(B) above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Pacific Exchange and the Nasdaq National Market or one of the other Approved Market and each other securities exchange and market on which Markets (as defined in the Common Stock is then traded Purchase Agreement) at all times during the period ("Listing Period") commencing from the earlier of the effective date effectiveness of the Registration Statement or and the Effectiveness Deadline and continuing thereafter for so long 135th day following the Closing Date until such time as any Warrants are outstandingthe registration period specified in Section 5 terminates, then the Company shall make provide to each Holder a Monthly Delay Payment Payment, for each 30 day period (or portion thereofthereof during which such listing is not in effect. In addition to the foregoing, following the 10th day that such listing is not in effect, each Holder shall have the right to sell to the Company any or all of its Preferred Shares and Warrants at the Mandatory Repurchase Price. The provisions of Section 2(b)(i)(B) during the Listing Period from and after such failure, refusal or inability shall apply to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedthis Section 2(b)(ii)(A). (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 3 consecutive business days, then the Company shall provide to each Holder a Monthly Delay Payment for each 30-day period or portion thereof (appropriately prorated) during which such listing is not in effect. In addition to the foregoing, following the 5th day that the shares are not so listed or are otherwise suspended, at the option of each Holder and to the extent such Holder so elects, each Holder shall have the right to sell to the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem Preferred Shares and the Securities Warrants held by such Holder, in whole or in part, at a redemption price equal to for the Premium Redemption Mandatory Repurchase Price (as defined on the terms set forth in Section 2(b)(i)(B) above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, approved for trading subject to issuance with the an Approved Market and each other securities exchange and market on which the Common Stock is then traded Market: (1) at all times during the period ("Listing PeriodLISTING PERIOD") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 60th calendar day following the Filing Date, and continuing thereafter for so long as any Warrants the Call Options are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(i)(A), to each Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedand (2) within 30 calendar days following the Filing Date, then the Call Options shall become immediately exercisable. (B) In the event that shares of Common Stock of the Company are delisted from, or not quoted from are no longer approved for trading on, the Approved Market at any time following the Closing Date and remain delisted or not approved for 5 trading for 7 consecutive business calendar days, then (1) the Call Options shall become immediately exercisable and (2) at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1x) make pay in cash or Common Stock (as provided in Section 2(b)(iv) to such Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2y) redeem require the Company to repurchase the Registrable Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Mandatory Repurchase Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Default Payments or Premium Redemption Mandatory Repurchase Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (Aa) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Registration Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstanding, then the Company shall make to each Holder a Monthly Delay Payment on the first business day following any such delisting or failure to be quoted or suspension (except to the extent such failure is solely due to lack of registration which is covered by Section 2(b)(i) above). In addition, the Company shall pay to each Holder a Monthly Delay Payment for each 30 day period (or portion thereof) during the Listing Registration Period from and after such failure, refusal or inability to so list the Registrable Securities or suspension until the Registrable Securities are so listed and/or quotedquoted and traded on such Approved Markets (except to the extent such failure is solely due to lack of registration which is covered by Section 2(b)(i) above). (Bb) In the event that shares of Common Stock of the Company are delisted from or not quoted from on, or trading in the Common Stock is otherwise suspended on, an Approved Market at any time following the Closing Date and remain delisted prior to the end of the Registration Period, and remains so delisted, not quoted or suspended for 5 consecutive business daysTrading Days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or delisted, not quoted or suspended or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above)Price; provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing PeriodLISTING PERIOD") commencing the earlier of the 7 8 effective date of the Registration Statement or the Effectiveness Deadline 120th day following the Closing Date, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 5(b)(v), to each Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted, which Default Payments shall not in the aggregate exceed the maximum percentage permitted by law. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Default Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Warrants and/or Common Shares and/or Option Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Default Payments or Premium Redemption Price, as the case may be. Default payments shall no longer accrue on Debentures after such Debentures have been redeemed by the Company pursuant to the foregoing provision.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, with Nasdaq National Market or one of the other Approved Markets (as defined in the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded Purchase Agreement) at all times during the period ("Listing Period") commencing from the earlier 60th day following the Closing Date until such time as all of the effective date Preferred Shares shall have been subject to mandatory conversion pursuant to the terms of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants are outstandingCertificate, then the Company shall make provide to each Holder a Monthly Delay Payment Payment, for each 30 day period (or portion thereofthereof during which such listing is not in effect. In addition to the foregoing, following the 30th day that such listing is not in effect, each Holder shall have the right to sell to the Company any or all of its Preferred Shares at the Mandatory Repurchase Price. The provisions of Section 2(b)(i)(B) during the Listing Period from and after such failure, refusal or inability shall apply to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedthis Section 2(b)(ii)(A). (B) In the event that shares of Common Stock of the Company are delisted or not quoted from listed on any of the Approved Market Markets at any time all times following the Closing Date Date, or are otherwise suspended from trading and remain delisted unlisted or suspended for 5 consecutive business days, or if the Registrable Securities are not listed for 5 consecutive days following the Closing, then at the option of each Holder and to the extent such Holder so elects, each Holder shall have the right to sell to the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Preferred Shares held by such Holder, in whole or in part, at a redemption price equal to for the Premium Redemption Mandatory Repurchase Price (as defined on the terms set forth in Section 2(b)(i)(B) above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the applicable Approved Market Markets and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing PeriodLISTING PERIOD") commencing the earlier of the effective date of the Registration Statement or on the Effectiveness Deadline Deadline, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make to each Holder cause a Monthly Delay Payment Conversion Price Reduction for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the applicable Approved Market Markets at any time following the Closing Date and remain delisted for either 5 consecutive business daysdays or an aggregate of ten (10) days in any twelve (12) month period, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice shall, at the option of each Holder, either (1) make to such Holder cause a Monthly Delay Payment Conversion Price Reduction for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Warrants and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above)Price; provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Payments or Premium Redemption PricePrice or realization of such Conversion Price Reduction, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or for any other reason is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Principal Market or one of the other Approved Market and each other securities exchange and market on which Markets (as defined in the Common Stock is then traded at all times during the period ("Listing Period"Purchase Agreement) commencing by the earlier of the effective date effectiveness of the Registration Statement or the Effectiveness Deadline 120th day following the Closing Date, and continuing at all times thereafter for so long as any Warrants are outstandingduring the registration period specified in Section 5, then the Company shall make provide to each Holder a Monthly Delay Payment, for each 30 day period or portion thereof during which such listing is not in effect. In addition to the foregoing, following the 10th day that such listing is not in effect, each Holder shall have the right to sell to the Company any or all of its Preferred Shares and/or Warrants at the Mandatory Repurchase Price. The provisions of Section 2(b)(i)(B) shall apply to this Section 2(b)(ii)(A). (B) In the event that Company's shares of Common Stock are not listed on the Principal Market or any of the Approved Markets on the earlier of the effectiveness of the Registration Statement or the 120th day following the Closing Date, and at all times thereafter during the registration period specified in Section 5, then the Company shall provide to each Holder a Monthly Delay Payment for each 30 day period (or portion thereofthereof during which such listing is not in effect. In addition to the foregoing, following any three (3) during consecutive trading day period in which such listing is not in effect, each Holder shall have the Listing Period from and after such failure, refusal or inability right to so list the Registrable Securities until the Registrable Securities are so listed and/or quoted. (B) In the event that shares of Common Stock of sell to the Company are delisted any or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then all of its Preferred Shares and/or Warrants at the option Mandatory Repurchase Price. The provisions of each Holder and Section 2(b)(i)(B) shall apply to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined abovethis Section 2(b)(ii)(B); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the applicable Approved Market Markets and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 90th day following the Closing Date, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(v), to each Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted, which Delay Payments shall not in the aggregate exceed the maximum percentage permitted by law. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the applicable Approved Market Markets at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 5 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Warrants and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as the case may be.a

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the applicable Approved Market Markets and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any the Warrants or Optional Warrants are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(v), to each Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the applicable Approved Market Markets at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that (A) the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the applicable Approved Market Markets and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline one year anniversary following the Closing Date, and continuing thereafter for so long as any Warrants Debentures are outstanding, then outstanding (but not more than three years from the Company shall make to each Holder a Monthly Delay Payment for each 30 day period (last Closing Date) or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quoted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the applicable Approved Market Markets at any time following the Closing Date and prior to the earlier of (i) the time at which there are no longer any outstanding Debentures and (ii) the third (3rd) anniversary of the last Closing Date, and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 90th day following the Closing Date, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash to each Holder a Monthly Delay default payment at the Default Payment Rate of the sum of (x) the Outstanding Principal Amount of, (y) the accrued but unpaid interest on, plus (z) the accrued but unpaid or unrecognized default payments on the Debentures (the "Debenture Amount") held by such Holder for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as payment of such redemption price. Default payments shall no longer accrue on Debentures after such shares have been redeemed by the case may beCompany pursuant to the foregoing provision.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the applicable Approved Market Markets and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline 60th day following the Closing Date, and continuing thereafter for so long as any Warrants the Debentures are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(v), to each Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted, which Delay Payments shall not in the aggregate exceed the maximum percentage permitted by law. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the applicable Approved Market Markets at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Debentures and/or Warrants and/or Common Shares and/or Warrant Shares held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Payments or Premium Redemption Price, as the case may be. Delay Payments shall no longer accrue on Debentures after such Debentures have been redeemed by the Company pursuant to the foregoing provision.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved Market and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing PeriodLISTING PERIOD") commencing the earlier of the effective date of the Registration Statement or the Effectiveness Deadline and continuing thereafter for so long as any Warrants, Options or Option Warrants are outstanding, then the Company shall make pay in cash or Common Stock, as provided in Section 2(b)(v), to each Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved Market at any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 business days notice either (1) make pay in cash or Common Stock (as provided in Section 2(b)(v)) to such Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities held by such Holder, in whole or in part, at a redemption price equal to the Premium Redemption Price (as defined above); provided, however, that such Holder may revoke such request at any time prior to receipt of payment of such Monthly Delay Payments or Premium Redemption Price, as the case may be.

No Listing; Premium Price Redemption for Delisting of Class of Shares. (A) In the event that the Company fails, refuses or is unable to cause the Registrable Securities covered by the Registration Statement to be listed and/or quoted, as the case may be, with the Approved NASDAQ National Market System and each other securities exchange and market on which the Common Stock is then traded at all times during the period ("Listing Period") commencing from the earlier of 90th day following the effective Closing Date until the Forced Conversion Date (provided that such date of the Registration Statement or the Effectiveness Deadline and continuing thereafter shall be deferred 1.5 days for so long as any Warrants are outstandingeach day that there is no Effective Registration), then the Company shall make pay in cash to each Holder 6 a default payment in an amount equal to three percent (3%) of the aggregate Liquidation Preference represented by the Preferred Shares held by such Holder a Monthly Delay Payment for each 30 30-day period (or portion thereof) during the Listing Period from and after such failure, refusal or inability to so list the Registrable Securities until the Registrable Securities are so listed and/or quotedlisted. (B) In the event that shares of Common Stock of the Company are delisted or not quoted from the Approved NASDAQ National Market at System any time following the Closing Date and remain delisted for 5 consecutive business days, then at the option of each Holder and to the extent such Holder so elects, the Company shall on 2 5 business days notice either (1) make to such Holder a Monthly Delay Payment for each 30 day period (or portion thereof) that the shares are delisted or not quoted or (2) redeem the Securities Preferred Shares and/or Common Shares held by such Holder, in whole or in part, as follows: (I) in the case of the Preferred Shares, they shall be redeemed at a redemption price equal to the Premium Redemption Price (as defined abovein Section 2(b)(i)); and (II) in the case of Common Shares issued to such Holder pursuant to conversion of the Preferred Shares, such shares shall be redeemed at a redemption price per share equal to 1.3 times the dollar amount which is the product of (x) the number of shares so to be redeemed pursuant to this paragraph, and (y) the Conversion Price or Market Conversion Price, as appropriate, as in effect at the time such shares were received pursuant to conversion of the Preferred Shares; provided, however, that such Holder may revoke such request at any time prior to receipt of such Monthly Delay Payments or Premium Redemption Price, as payment of such redemption price. Default payments shall no longer accrue on the case may bePreferred Shares after such shares have been redeemed by the Company pursuant to the foregoing provision.