Trial Participants. Commencing at the end of the third full calendar month following the first patient enrollment with respect to such Phase III Clinical Trial (e.g., if the first patient is enrolled on April 15th, then commencing on July 31st) within five (5) days of the end of such calendar month and each subsequent month, Company shall deliver to CDC a written notice indicating the actual level of patient recruitment on a cumulative basis participating in such clinical trial as part of the Development Program... (the "Actual Trial Participants"). In the event the level of Actual Trial Participants falls below ninety percent (90%) of the projected cumulative level of patient recruitment for such clinical trial (as set forth in the Development Program) (the "Projected Trial Participants") in any calendar month, then Company shall issue to CDC warrants to purchase two hundred (200) shares of Company's common stock, par value $0.001 per share, with an exercise price per share equal to $3.50, for every percent Actual Trial Participants falls below 90% (e.g., if the level of Actual Trial Participants is 75% of the Project Trial Participants in a calendar month, then Company shall issue CDC warrants to purchase 3,000 shares of Company's common stock, par value $0.001 per share) for each such month. Such warrants shall be promptly issued following each month when the Actual Trial Participants falls below the 90% threshold. Such warrants shall be in the same form as attached hereto as Exhibit I. Notwithstanding anything to the contrary contained herein, it is expressly understood and agreed to by the Parties that in no event shall Company be obligated to issue, in the aggregate, warrants to purchase in excess of fifty thousand (50,000) shares of Company's common stock, par value $0.001 per share. Notwithstanding the foregoing, in the event the NDA is filed and accepted by the FDA on or before June 30, 2007, the parties agree that any warrants issued under this Section 6.4.1 shall immediately expire.View More
