Common use of ADDITIONAL LIMITATIONS ON PARTICIPATION RIGHTS Clause in Contracts

ADDITIONAL LIMITATIONS ON PARTICIPATION RIGHTS. (a) Notwithstanding the provisions of Section 9.1, (i) if the Company proposes to issue Voting Securities or Convertible Securities pursuant to the first underwritten public offering of the Company subsequent to its initial public offering (the "FIRST FOLLOW-ON OFFERING") and a Stockholder would otherwise be entitled to purchase a portion of such Voting Securities pursuant to the provisions of Section 9.1, and (ii) if, in the opinion of the underwriters of such First Follow-On Offering, the public trading market for the Company's Common Stock would be significantly adversely affected if the Stockholders exercised their participation rights contained in Section 9.1 with respect to an amount of Voting Securities or Convertible Securities such that after exercise of such participation right, the Applicable Percentage of such Stockholder would be in excess of 25% (assuming, in the case of Convertible Securities, the conversion, exchange or exercise at such time of all Convertible Securities), then the Stockholders shall be permitted to exercise their participation rights specified in Section 9.1 in connection with the First Follow-On Offering only to the extent that such Stockholder's Applicable Percentage would not exceed 25% after giving effect to the First Follow-On Offering, or such higher

ADDITIONAL LIMITATIONS ON PARTICIPATION RIGHTS. (a) Notwithstanding the provisions of Section 9.15.1, (i) if the Company proposes to issue Voting Securities or Convertible Securities pursuant to the first underwritten public offering of the Company subsequent to its initial public offering (the "FIRST FOLLOWFirst Follow-ON OFFERINGOn Offering") and a Stockholder would otherwise be entitled to purchase a portion of such Voting Securities pursuant to the provisions of Section 9.15.1, and (ii) if, in the opinion of the underwriters of such First Follow-On Offering, the public trading market for the Company's Common Stock would be significantly adversely affected if the Stockholders exercised their participation rights contained in Section 9.1 5.1 with respect to an amount of Voting Securities or Convertible Securities such that after exercise of such participation right, the Applicable Percentage of such Stockholder would be in excess of 25% (assuming, in the case of Convertible Securities, the conversion, exchange or exercise at such time of all Convertible Securities), then the Stockholders shall be permitted to exercise their participation rights specified in Section 9.1 5.1 in connection with the First Follow-On Offering only to the extent that such Stockholder's Applicable Percentage would not exceed 25% after giving effect to the First Follow-On Offering, or such higherhigher percentage that would not, in the opinion of the underwriters of such First Follow-On Offering, significantly adversely affect such offering.

ADDITIONAL LIMITATIONS ON PARTICIPATION RIGHTS. (a) Notwithstanding the provisions of Section 9.1, (i) if the Company proposes to issue Voting Securities or Convertible Securities pursuant to the first underwritten public offering of the Company subsequent to its initial public offering (the "FIRST FOLLOWFirst Follow-ON OFFERINGOn Offering") and a Stockholder would otherwise be entitled to purchase a portion of such Voting Securities pursuant to the provisions of Section 9.1, and (ii) if, in the opinion of the underwriters of such First Follow-On Offering, the public trading market for the Company's Common Stock would be significantly adversely affected if the Stockholders exercised their participation rights contained in Section 9.1 with respect to an amount of Voting Securities or Convertible Securities such that after exercise of such participation right, the Applicable Percentage of such Stockholder would be in excess of 25% (assuming, in the case of Convertible Securities, the conversion, exchange or exercise at such time of all Convertible Securities), then the Stockholders shall be permitted to exercise their participation rights specified in Section 9.1 in connection with the First Follow-On Offering only to the extent that such Stockholder's Applicable Percentage would not exceed 25% after giving effect to the First Follow-On Offering, or such higherhigher percentage that would not, in the opinion of the underwriters of such First Follow-On Offering, significantly adversely affect such offering.