Common use of Amendment of Prior Agreement; Waiver of Right of First Offer Clause in Contracts

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 of the Prior Agreement, effective and contingent upon execution of this Agreement by the Company, Xxxxxxx Xxxxxx and the requisite majority of the Existing Preferred Holders’ shares, the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the Founders, the Existing Preferred Holders and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the Founders, the Existing Preferred Holders and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders that are Major Investors (as that term is defined in the Prior Rights Agreement) hereby waive the right of first offer, including the notice requirements, set forth in Section 2.3 of the Prior Agreement with respect to the issuance of Series E Preferred Stock.

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 of the Prior Agreement, effective and contingent upon execution of this Agreement by the Company, Xxxxxxx Xxxxxx and the requisite majority of the undersigned Existing Preferred Holders’ sharesHolders and Founders, the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the Founders, the Existing Preferred Holders and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the Founders, the Existing Preferred Holders and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders that are Major Investors (as that term is defined in the Prior Rights Agreement) hereby waive the right of first offer, including the notice requirements, set forth in Section 2.3 of the Prior Agreement with respect to the issuance of Series E D Preferred Stock.

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 6.3 of the Prior Agreement, effective and contingent upon execution of this Agreement by the Company, Xxxxxxx Xxxxxx the requisite majority of the Founders’ shares and the requisite majority of the Existing Preferred Holders’ shares, the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the Founders, the Existing Preferred Holders and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the Founders, the Existing Preferred Holders and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders that are Major Investors (as that term is defined in the Prior Rights Agreement) hereby waive the their right of first offer, including the notice requirements, set forth in Section 2.3 of the Prior Agreement with respect to the issuance of Series E D Preferred Stock.

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 6.6 of the Prior Agreement, effective and contingent upon execution of this Agreement by the Company, Xxxxxxx Xxxxxx Company and the requisite majority holders of at least 55% of the Existing Preferred Holders’ sharesRegistrable Securities (as defined in the Prior Agreement) then outstanding, voting together as a single class on an as- converted to Common Stock basis, the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the FoundersKey Holders, the Existing Preferred Holders Investors and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the FoundersKey Holders, the Existing Preferred Holders Investors and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders Investors that are Major Investors (as that term is defined in the Prior Rights Agreement) hereby waive the right of first offer, including the notice requirements, set forth in Section 2.3 4.1 of the Prior Agreement with respect to the issuance of Series E H Preferred Stock.Stock (and the shares of Common Stock issuable upon conversion thereof)

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 5.3 of the Prior Agreement, effective and contingent upon execution of this Agreement by (a) the Company, Xxxxxxx Xxxxxx Company and (b) the holders of the requisite majority of the Existing Preferred Holders’ sharesRegistrable Securities (as that term is defined in the Prior Agreement), the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the Founders, the Existing Preferred Holders and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the Founders, the Existing Preferred Holders and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders that are Major Investors (as that term is defined in the Prior Rights Agreement) hereby waive the right of first offer, including the notice requirements, set forth in Section 2.3 of the Prior Agreement solely with respect to the issuance of Series E Preferred StockStock pursuant to the Purchase Agreement, and any issuances of Common Stock upon conversion thereof.

Amendment of Prior Agreement; Waiver of Right of First Offer. Pursuant to Section 4.3 5.3 of the Prior Agreement, effective and contingent upon execution of this Agreement by the Company, Xxxxxxx Xxxxxx and the requisite majority of the Existing Preferred Holders’ shares, the Prior Agreement is hereby amended and restated in its entirety to read as set forth in this Agreement, and the Company, the Founders, the Existing Preferred Holders Holders, and the New Investors shall be bound by the provisions hereof as the sole agreement of the Company, the Founders, the Existing Preferred Holders Holders, and the New Investors with respect to the subject matter hereof. The Existing Preferred Holders that are Major Investors (as that term is defined in holding at least a majority of the Prior Rights Agreement) outstanding Preferred Stock hereby waive the right of first offer, including the notice requirements, set forth in Section 2.3 2.6 of the Prior Agreement with respect to the issuance of Series E D Preferred Stock.