Common use of Registration of the amendments Clause in Contracts

Registration of the amendments. (a) No later than five (5) days following Closing Date, the Seller and each of the Buyers shall cause the Company to file the Amendments and all other required documents necessary in connection with the registration of the Amendments with all relevant Governmental Entities, which registration shall be completed to the satisfaction of the Buyers no later than 60 (sixty) days after the Closing Date. (b) In the event that the registration of the Amendments is not performed or does not occur as provided above, the Buyers shall promptly notify Seller of such non-performance or non-occurrence and, within 30 (thirty) calendar days of receipt of such notification, Seller shall cause the performance or occurrence of the registration of the Amendments as provided for in Section 4.2(a). In the event that Seller is unwilling or unable to cause such performance or occurrence of these conditions within 30 (thirty) calendar days after receipt of such notice, the Buyers may pursue any remedy available to the Buyers, including the right to terminate this Agreement unilaterally. In such event, either Buyer shall have the right to present a notice to the Escrow Agent (with a copy to the Seller) in response to which the Cash Consideration (in the form as initially deposited with the Escrow Agent), the TeleRoss Promissory Note, the GTI Guarantee and the Stock Consideration (together with the stock power in favor of GTI as provided for in Section 2.2.(c)) shall be unconditionally released from the Escrow Account in favor of the Buyers in accordance with the terms of the Escrow Agreement and the title to the Interest shall be unconditionally transferred to Seller (and the Buyers shall execute such documents as may be required to ensure that title to the Interest is so transferred to Seller).