Common use of Eligibility for Form S-3 Clause in Contracts

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities and thereafter shall use its best efforts to remain eligible to use Form S-3, and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities and thereafter shall use its best efforts to remain eligible to use Form S-3, and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, represents and warrants and ------------------------ covenants that as of on the date hereof it currently meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor Investors of the Registrable Securities and thereafter shall the Company has filed all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. The Company covenants that on and after the date hereof it will use its best efforts to remain eligible to meet the requirements for the use of Form S-3, and S-3 for registration of the Company has filed sale by the Investors of the Registrable Securities and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor the Investors holding a majority of the Registrable Securities pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available form, and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company representsrepresents and warrants that, warrants to the best of its knowledge, on and ------------------------ covenants that as of after the date hereof it meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor Investors of the Registrable Securities and thereafter the Company has filed all reports required to be filed by the Company with the SEC in a timely manner so as to obtain such eligibility for the use of Form S-3. The Company shall use its best efforts to remain eligible to meet the requirements for use of Form S-3, S-3 for registration of the sale by the Investors of the Registrable Securities and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor the Investors holding a majority of the Registrable Securities pursuant to Section 2(a) (), which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 (or convert such other form to Form S-3) as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets will meet the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities on and thereafter shall use its best efforts to remain eligible to use Form S-3, after the thirtieth (30th) day following the date of issuance of the Preferred Stock and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company Company: (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Initial Registration Statement, the Additional Registration Statement or any other Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, warrants ------------------------ and ------------------------ covenants that as of the date hereof it meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities and thereafter shall use its best efforts to remain eligible to use Form S-3, and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets will meet the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities on and thereafter shall use its best efforts to remain eligible to use Form S-3, after the thirtieth (30th) day following the date of issuance of the Series A Preferred Shares and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company Company; (x) (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SECSEC or (y) at the request of the Investors, shall redeem the outstanding Series A Preferred Shares at a price equal to the Redemption Price (as defined in the Certificate of Determination) all in accordance with the redemption provisions set forth in Section 3 of the Certificate of Determination.

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets will meet the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities on and thereafter shall use its best efforts to remain eligible to use Form S-3, after the thirtieth (30) day following the Closing Date and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor the holders of a majority of Registrable Securities pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty forty-five (2045) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, warrants and ------------------------ covenants that as of the date hereof it meets will meet the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor of the Registrable Securities on and thereafter shall use its best efforts to remain eligible to use Form S-3, after the twentieth (20) day following the date of issuance of the Convertible Notes and the Company has filed and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor pursuant to Section 2(a) (which consent shall not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.

Eligibility for Form S-3. The Company represents, represents and warrants and ------------------------ covenants that as of on the date hereof it currently meets the requirements for the use of Form S-3 for registration of the sale by the Buyers and any other Investor Investors of the Registrable Securities and thereafter shall the Company has filed all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. The Company covenants that on and after the date hereof it will use its best efforts to remain eligible to meet the requirements for the use of Form S-3, and S-3 for registration of the Company has filed sale by the Investors of the Registrable Securities and shall file all reports required to be filed by the Company with the SEC in a timely manner so as to obtain and maintain such eligibility for the use of Form S-3. In the event that Form S-3 is not available for sale by the Investors of the Registrable Securities, then the Company (i) with the consent of each Investor the Investors holding a majority of the Registrable Securities pursuant to Section 2(a) (), which consent shall will not be unreasonably withheld), shall register the sale of the Registrable Securities on another appropriate form and not more than twenty (20) days after being notified that Form S-3 is not available form, and (ii) the Company shall undertake to register the Registrable Securities on Form S-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering the Registrable Securities has been declared effective by the SEC.