Common use of Additional Notes; Variable Securities; Dilutive Issuances Clause in Contracts

Additional Notes; Variable Securities; Dilutive Issuances. So long as any Buyer beneficially owns any Securities, the Company will not issue any Notes other than to the Buyers as contemplated hereby and the Company shall not issue any other securities that would cause a breach or default under the Notes. For so long as any Notes remain outstanding, the Company shall not, in any manner, issue or sell any rights, warrants or options to subscribe for or purchase Common Stock or directly or indirectly convertible into or exchangeable or exercisable for Common Stock at a price which varies or may vary with the market price of the Common Stock, including by way of one or more reset(s) to any fixed price unless the conversion, exchange or exercise price of any such security cannot be less than the then applicable Conversion Price (as defined in the Notes) with respect to the Common Stock into which any Note is convertible. For so long as any Notes remain outstanding the Company shall not, in any manner, enter into or affect any Dilutive Issuances (as defined in the Notes) if as a result of such Dilutive Issuance the number of Conversion Shares issuable upon conversion of the Notes, but for the Exchange Cap (as defined in the Notes), would exceed the Exchange Cap.

Additional Notes; Variable Securities; Dilutive Issuances. So For so long as any Buyer beneficially owns any Securities, the Company will not issue any Notes other than to the Buyers as contemplated hereby and the Company shall not issue any other securities that would cause a breach or default under the Notes. For so long as any Notes remain outstanding, the Company shall not, in any manner, issue or sell any rights, warrants or options to subscribe for or purchase Common Stock or directly or indirectly convertible into or exchangeable or exercisable for Common Stock (other than Excluded Securities (as defined in the Notes)) at a price which varies or may vary with the market price of the Common Stock, including by way of one or more reset(s) to any fixed price unless the conversion, exchange or exercise price of any such security cannot be less than the then applicable Conversion Price (as defined in the Notes) with respect to the Common Stock under any into which any Note is convertible. For so long as any Notes remain outstanding outstanding, the Company shall not, in any manner, enter into or affect any Dilutive Issuances Issuance (as defined in the Notes) if as a result the effect of such Dilutive Issuance is to cause the Company to be required to issued upon conversion of any Note any shares of Common Stock in excess of that number of Conversion Shares issuable shares of Common Stock which the Company may issue upon conversion of the Notes, but for Notes without breaching the Exchange Cap (as defined in Company’s obligations under the Notes), would exceed rules or regulations of the Exchange CapPrincipal Market.

Additional Notes; Variable Securities; Dilutive Issuances. So For so long as any Buyer beneficially owns any SecuritiesNotes remain outstanding, the Company will not issue any Notes other than to the Buyers as contemplated hereby and the Company shall not issue any other securities that would cause a breach or default under the Notes. For so long as any Notes remain outstanding, the Company shall not, in any manner, issue or sell any rights, warrants or options to subscribe for or purchase Common Stock or directly or indirectly convertible into or exchangeable or exercisable for Common Stock at a price which varies or may vary with the market price of the Common Stock, including by way of one or more reset(s) to any fixed price unless the conversion, exchange or exercise price of any such security cannot be less than the then applicable Conversion Price (as defined in the Notes) with respect to the Common Stock into which any Note is convertible. For so long as any Notes remain outstanding outstanding, the Company shall not, in any manner, enter into or affect any Dilutive Issuances (as defined in dilutive issuance if the Notes) if as a result effect of such Dilutive Issuance dilutive issuance is to cause the Company to be required to issue upon conversion of any Notes any shares of Common Stock in excess of that number of Conversion Shares issuable shares of Common Stock which the Company may issue upon conversion of the Notes, but for Notes without breaching the Exchange Cap (as defined in Company's obligations under the Notes), would exceed rules or regulations of the Exchange CapPrincipal Market.

Additional Notes; Variable Securities; Dilutive Issuances. So long as any Buyer beneficially owns any Securitiesat least ten percent (10%) of the Aggregate Principal of the Notes are outstanding, the Company will not issue any Notes other than to the Buyers as contemplated hereby and the hereby. The Company shall not issue any other securities that would cause a breach or default under the Notes. For so long as any Notes remain outstanding, the Company shall not, in any manner, issue or sell any rights, warrants or options to subscribe for or purchase Common Stock or directly or indirectly convertible into or exchangeable or exercisable for Common Stock at a price which varies or may vary with the market price of the Common Stock, including by way of one or more reset(s) to any fixed price unless the conversion, exchange or exercise price of any such security cannot be less than the then applicable Conversion Price (as defined in the Notes) with respect to the Common Stock into which any Note is convertibleConversion Shares. For so long as any Notes remain outstanding outstanding, the Company shall not, in any manner, enter into or affect any Dilutive Issuances Issuance (as defined in the Notes) if as a result the effect of such Dilutive Issuance is to cause the Company to be required to issue upon conversion of any Note any shares of Common Stock in excess of that number of Conversion Shares issuable shares of Common Stock which the Company may issue upon conversion of the Notes, but for Notes without breaching the Exchange Cap Company’s obligations under the rules or regulations of the Principal Market (as defined in the NotesRegistration Rights Agreement), would exceed the Exchange Cap.