Common use of Registration; Book-Entry Clause in Contracts

Registration; Book-Entry. The Company shall maintain a register (the “Register”) for the recordation of the names and addresses of the holders of each Note and the principal amount of the Notes held by such holders (the “Registered Notes”). The entries in the Register shall be conclusive and binding for all purposes absent manifest error. The Company and the holders of the Notes shall treat each person whose name is recorded in the Register as the owner of a Note for all purposes, including, without limitation, the right to receive payments of principal and Interest hereunder, notwithstanding notice to the contrary. A Registered Note may be assigned or sold in whole or in part only by registration of such assignment or sale on the Register. Upon its receipt of a request to assign or sell all or part of any Registered Note by a holder and delivery for cancellation and reissuance of the Note, the Company shall record the information contained therein in the Register and issue one or more new Registered Notes in the same aggregate principal amount as the principal amount of the surrendered Registered Note to the designated assignee or transferee pursuant to Section 7. The Company shall maintain records showing the amounts converted and/or paid (as the case may be) and the dates of such conversions and/or payments (as the case may be).

Registration; Book-Entry. The Company Maker shall maintain a register (the “Register”) for the recordation of the names and addresses of the holders Holders of each Note the Notes and the principal amount of the Notes held by such holders Holders (the “Registered Notes”), if this Note or any portion shall be transferred. The entries in the Register shall be conclusive and binding for all purposes purposes, absent manifest error. The Company Maker and the holders Holders of the Notes shall treat each person Person whose name is recorded in the Register as the owner of a Note for all purposes, including, without limitation, the right to receive payments of principal Principal and Interest hereunder, notwithstanding notice to the contrary. A Subject to compliance with any requirements of applicable federal and state securities laws and regulations and the provisions of Sections 2(f) and 2(g) of the Purchase Agreement: (A) a Holder may assign or sell a Registered Note may be assigned or sold in whole or in part only by registration of such assignment or sale on the Register. Upon ; and (B) upon its receipt of a request to assign or sell all or part of any Registered Note by a holder and delivery for cancellation and reissuance of the NoteHolder, the Company Maker shall record the information contained therein in the Register and issue one or more new Registered Notes in the same aggregate principal amount as the principal amount of the surrendered Registered Note to the designated assignee or transferee pursuant to Section 7. The Company shall maintain records showing the amounts converted and/or paid (as the case may be) and the dates of such conversions and/or payments (as the case may be)15.

Registration; Book-Entry. The Company shall maintain a register (the “Register”) for the recordation of the names and addresses of the holders of each Note and the principal amount of the Notes held by such holders (the “Registered Notes”). The entries in the Register shall be conclusive and binding for all purposes absent manifest error. The Company and the holders of the Notes shall treat each person Person whose name is recorded in the Register as the owner of a Note for all purposes, purposes (including, without limitation, the right to receive payments of principal and Interest Principal hereunder, ) notwithstanding notice to the contrary. A Registered Note may be assigned assigned, transferred or sold in whole or in part only by registration of such assignment or sale on the Register. Upon its receipt of a written request to assign assign, transfer or sell all or part of any Registered Note by a the holder and delivery for cancellation and reissuance of the Notethereof, the Company shall record the information contained therein in the Register and issue one or more new Registered Notes in the same aggregate principal amount as the principal amount of the surrendered Registered Note to the designated assignee or transferee pursuant to Section 7. The 20, provided that if the Company shall maintain records showing the amounts converted and/or paid does not so record an assignment, transfer or sale (as the case may be) and the dates of all or part of any Registered Note within two (2) Business Days of such conversions and/or payments a request, then the Register shall be automatically deemed updated to reflect such assignment, transfer or sale (as the case may be).