Common use of Subsequent Registration Statements Clause in Contracts

Subsequent Registration Statements. (1) If the Company shall pursuant to any Subsequent Sale require the Investor to purchase shares of Common Stock not previously registered and not covered by an effective Registration Statement filed with the SEC and which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered Sale"), then on or before the end of a 20 calendar day period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration Statement" and together with the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration Statements" or each, a "Registration Statement") on Form S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Subsequent Sale Shares purchased by the Investor and any Warrant Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to two hundred percent (200%) of the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date plus any Warrant Shares not previously registered; (2) Prior to any Subsequent Sale which is not an Unregistered Sale, the Company shall file with the SEC a Subsequent Registration Statement on Form S-3 if such form is then available

Subsequent Registration Statements. (1) If the Company shall shall, pursuant to any Subsequent Sale Sale, require the Investor to purchase shares of Common Stock not previously registered and not covered by an effective Registration Statement filed with the SEC and which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered Sale"), then on or before the end of a 20 10 calendar day period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration Statement," and together with the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration Statements" or each, a "Registration Statement") on Form S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Subsequent Sale Shares purchased by the Investor and any Warrant Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to two hundred percent (200%) of the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date plus any Warrant Shares not previously registered; (2) Prior to any Subsequent Sale which is not an Unregistered Sale, the Company shall file with the SEC a Subsequent Registration Statement on Form S-3 if such form is then available

Subsequent Registration Statements. (1) If the Company shall shall, pursuant to any Subsequent Sale Sale, require the Investor to purchase shares of Common Stock not previously registered and not covered by an effective Registration Statement filed with the SEC and which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered Sale"), then on or before the end of a 20 calendar day period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration Statement," and together with the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration Statements" or each, a "Registration Statement") on Form S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Subsequent Sale Shares purchased by the Investor and any Warrant Shares and Note Conversion Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to two hundred percent (200%) of the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date plus any Warrant Shares not previously registered; (2) Prior to any Subsequent Sale which is not an Unregistered Sale, the Company shall file with the SEC a Subsequent Registration Statement on Form S-3 if such form is then availableeach

Subsequent Registration Statements. (1) If the Company shall shall, pursuant to any Subsequent Sale Sale, require the Investor to purchase shares of Common Stock not previously registered and not covered by an effective Registration Statement filed with the SEC and which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered SaleUNREGISTERED SALE"), then on or before the end of a 20 calendar day period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration StatementSUBSEQUENT REGISTRATION STATEMENT," and together with the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration StatementsREGISTRATION STATEMENTS" or each, a "Registration StatementREGISTRATION STATEMENT") on Form S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Subsequent Sale Shares purchased by the Investor and any Conversion Shares and Warrant Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to two hundred percent (200%w) the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date, plus (x) a number of Protective Warrant Shares equal to the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date plus (y) any Conversion Shares not previously registered plus (z) any Warrant Shares not previously registered; (2) Prior to any Subsequent Sale which is not an Unregistered Sale, the Company shall file with the SEC a Subsequent Registration Statement on Form S-3 if such form is then availableavailable to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the shares of Common Stock to be purchased by the Investor and any Warrant Shares which have not previously been registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under such Registration Statement shall be determined by the Company.