Registration Delay Payments. If (i) any Registration Statement covering all of the Registrable Securities required to be covered thereby and required to be filed by the Company pursuant to this Agreement is (A) not filed with the SEC on or before the Filing Deadline (a “Filing Failure”) or (B) not declared effective by the SEC on or before the applicable Effectiveness Deadline, (an “Effectiveness Failure”) or (ii) on any day after the applicable Effective Date (other than during an Allowed Delay) sales of all of the Registrable Securities required to be included on such Registration Statement cannot be made pursuant to such Registration Statement or otherwise, including, without limitation, because of the suspension of trading or any other limitation imposed by a National Exchange, a failure to keep such Registration Statement effective, a failure to disclose such information as is necessary for sales to be made pursuant to such Registration Statement, a failure to register a sufficient number of shares of Common Stock or a failure to maintain the listing of the Common Stock, but excluding the inability of any Investor to sell the Registrable Securities covered thereby due to market conditions (a “Maintenance Failure”) then, as partial relief for the damages to any holder by reason of any such delay in or reduction of its ability to sell the underlying shares of Common Stock (which remedy shall constitute the Investors’ exclusive monetary relief for such delay but shall not be exclusive of any other remedies available at law or in equity, including, without limitation, specific performance), the Company shall pay to each holder of Registrable Securities relating to such Registration Statement an amount in cash equal to one percent (1.0%) of the aggregate Purchase Price (as such term is defined in the Subscription Agreement) of such Investor’s Registrable Securities whether or not included in such Registration Statement on each of the following dates: (i) the day of a Filing Failure; (ii) the day of an Effectiveness Failure; (iii) the initial day of a Maintenance Failure; (iv) on the thirtieth day after the date of a Filing Failure and every thirtieth day thereafter (pro rated for periods totaling less than thirty days) until such Filing Failure is cured; (v) on the thirtieth day after the date of an Effectiveness Failure and every thirtieth day thereafter (pro rated for periods totaling less than thirty days) until such Effectiveness Failure is cured; and (vi) on the thirtieth day aft...
Registration Delay Payments. (a) Notwithstanding any thing to the contrary contained in the Registration Rights Agreement, the Investors shall not be entitled to be paid any Registration Delay Payments under Section 1(f)(i) of the Registration Rights Agreement for failure to file with the Commission any Registration Statement with respect to the Additional Convertible Notes, if any, or any of the shares of Common Stock issuable upon the conversion of any of the Additional Convertible Notes unless the Option Registration Statement is not filed on or before the Option Registration Statement Deadline.
Registration Delay Payments. ...............................................5
Registration Delay Payments. Effective simultaneously with the Holder’s receipt of the Note and Warrant, the Holder hereby waives (i) all Registration Delay Payments accrued and owing to the Holder under the Registration Rights Agreement and (ii) the Effectiveness Failure (as defined in the Registration Rights Agreement) that occurred prior to the date hereof under Section 2(e) of the Registration Rights Agreement as a result of the failure of the Registration Statement (as defined in the Registration Rights Agreement) initially filed by the Company with the SEC on September 11, 2007 to be declared effective by the SEC on or before the Effectiveness Deadline (as defined in the Registration Rights Agreement) for such Registration Statement.
Registration Delay Payments. Notwithstanding the foregoing, the provisions of Section 2(d) of the Registration Statement are incorporated herein by reference.
Registration Delay Payments. The Company hereby covenants that it shall pay any Registration Delay Payments or other amounts due and payable under the November SPA to any Buyer that is also a November Investor promptly when due under the November SPA.
Registration Delay Payments. For an avoidance of doubt, any Registration Delay Payments due under the Section 2(e) of the Registration Rights Agreement due as a result of the Company’s failure to have the Registration Statement declared effective by the Effectiveness Deadline shall not be waived and shall remain enforceable. All outstanding Registration Delay Payments, as of the date hereof, shall be paid on or about the date of this Agreement.
Registration Delay Payments
