Common use of Registration Rights Procedure Indemnification Clause in Contracts

Registration Rights Procedure Indemnification. The Company shall within 180 days following the date hereof prepare and file at its expense with all applicable federal, state and stock exchange authorities, and use its best efforts to cause to become effective as soon as possible (but in any event within 90 days after the date of exercise), a registration statement with respect to the Common Stock issued by the Company in connection with the exercise of this Warrant to enable the holder of this Warrant to resell such Common Stock following the effective date of the registration statement, subject, however, to any limitations on resale that may be imposed by law if holder is an affiliate of the Company. The Company shall also file the appropriate applications with the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board so that such Common Stock is freely tradeable on the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board following the effective date of the registration statement. If the Company is unable to cause the Securities and Exchange Commission to declare the registration statement effective within six months of the date of exercise of this Warrant, the Purchase Price and the outstanding principal balance of the Secured Note shall be reduced as set forth in Section 1 hereof. At its expense, the Company will keep the registration effective for so long as the holder holds shares of Common Stock (or, if earlier, until such time as Investor may sell all of its stock in a single transaction on the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board without registration pursuant to Rule 144 of the Securities Act of 1933). The Company shall indemnify the holder against any losses, claims, damages or expenses (including reasonable attorney fees) arising out of any untrue statement or alleged untrue statement of any material fact contained in any registration statement filed by the Company pursuant to this Warrant (except for erroneous information supplied to the Company by the holder).

Registration Rights Procedure Indemnification. The Company shall within 180 one hundred eighty (180) days following the date hereof of this Warrant prepare and file at its expense with all applicable federal, state and stock exchange authorities, and use its best efforts to cause to become effective as soon as possible (but in any event within 90 180 days after the date of exercisehereof), a registration statement with respect to the Common Stock issued by the Company in connection with the exercise of this Warrant to enable the holder of this Warrant to resell such Common Stock following the effective date of the registration statement, subject, however, to any limitations on resale that may be imposed by law if holder is an affiliate of the Company. The Company shall also file the appropriate applications with the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board so that such Common Stock is freely tradeable on the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board following the effective date of the registration statement. If the Company is unable to cause the Securities and Exchange Commission to declare the registration statement effective within six months such time period, then the number of the date of Shares which holder may purchase upon exercise of this WarrantWarrant shall increase by 40% (i.e., the Purchase Price and the outstanding principal balance number of the Secured Note Shares that are subject to this Warrant shall be reduced as set forth in Section 1 hereofincreased by a multiple of 1.40). At its expense, the Company will keep the registration effective for so long as the holder holds shares of Common Stock (or, if earlier, until such time as Investor may sell all of its stock in a single transaction on the NASDAQ Stock Market Market, or the Over-the-Counter Bulletin Board without registration registration, pursuant to Rule 144 of the Securities Act of 1933). The Company shall indemnify the holder against any losses, claims, damages or expenses (including reasonable attorney fees) arising out of any untrue statement or alleged untrue statement of any material fact contained in any registration statement filed by the Company pursuant to this Warrant (except for erroneous information supplied to the Company by the holder).

Registration Rights Procedure Indemnification. The Company shall within 180 sixty (60) days following the date hereof exercise of this Warrant prepare and file at its expense with all applicable federal, state and stock exchange authorities, and use its best efforts to cause to become effective as soon as possible (but in any event within 90 180 days after the date of exercise), a registration statement with respect to the Common Stock issued by the Company in connection with the exercise of this Warrant to enable the holder of this Warrant to resell such Common Stock following the effective date of the registration statement, subject, however, to any limitations on resale that may be imposed by law if holder is an affiliate of the Company. The Company shall also file the appropriate applications with the NASDAQ Stock Market Market, or the Over-the-Counter Bulletin Board so that such Common Stock is freely tradeable on the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board following the effective date of the registration statement. If the Company is unable to cause the Securities and Exchange Commission to declare the registration statement effective within six months of the date of exercise of this Warrant, the Purchase Price and the outstanding principal balance of the Secured Note shall be reduced as set forth in Section 1 hereof. At its expense, the Company will keep the registration effective for so long as the holder holds shares of Common Stock (or, if earlier, until such time as Investor may sell all of its stock in a single transaction on the NASDAQ Stock Market , or the Over-the-Counter Bulletin Board without registration pursuant to Rule 144 of the Securities Act of 1933). The Company shall indemnify the holder against any losses, claims, damages or expenses (including reasonable attorney fees) arising out of any untrue statement or alleged untrue statement of any material fact contained in any registration statement filed by the Company pursuant to this Warrant (except for erroneous information supplied to the Company by the holder).

Registration Rights Procedure Indemnification. The Company shall within 180 ----------------------------------------------- sixty (60) days following the date hereof exercise of this Warrant prepare and file at its expense with all applicable federal, state and stock exchange authorities, and use its best efforts to cause to become effective as soon as possible (but in any event within 90 180 days after the date of exercise), a registration statement with respect to the Common Stock issued by the Company in connection with the exercise of this Warrant to enable the holder of this Warrant to resell such Common Stock following the effective date of the registration statement, subject, however, to any limitations on resale that may be imposed by law if holder is an affiliate of the Company. The Company shall also file the appropriate applications with the NASDAQ Nasdaq Stock Market , or the Over-the-Counter Bulletin Board so that such Common Stock is freely tradeable on the NASDAQ Nasdaq Stock Market , or the Over-the-Counter Bulletin Board following the effective date of the registration statement. If the Company is unable to cause the Securities and Exchange Commission to declare the registration statement effective within six months of the date of exercise of this Warrant, the Purchase Price and the outstanding principal balance of the Secured Note shall be reduced as set forth in Section 1 hereof. At its expense, the Company will keep the registration effective for so long as the holder holds shares of Common Stock (or, if earlier, until such time as Investor may sell all of its stock in a single transaction on the NASDAQ Nasdaq Stock Market , or the Over-the-Counter Bulletin Board without registration pursuant to Rule 144 of the Securities Act of 1933). The Company shall indemnify the holder against any losses, claims, damages or expenses (including reasonable attorney fees) arising out of any untrue statement or alleged untrue statement of any material fact contained in any registration statement filed by the Company pursuant to this Warrant (except for erroneous information supplied to the Company by the holder).