Common use of Application of Takeover Protections; Rights Agreements Clause in Contracts

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board of directors have taken all necessary action, if any is needed, to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles of incorporation or other organizational documents or the laws of the jurisdiction of its incorporation which is applicable to any Purchaser solely as a result of the Company’s issuance of the Securities and any Purchaser’s ownership of the Securities.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board of directors Board have taken all action necessary action, if any is needed, to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles of incorporation or other organizational documents or the laws of the jurisdiction of its incorporation or otherwise which is or could become applicable to any the Purchaser solely as a result direct consequence of the transactions contemplated by this Agreement, including, without limitation, the Company’s issuance of the Securities Shares and any the Purchaser’s ownership of the SecuritiesShares.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder shareholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board of directors Board have taken all action necessary action, if any is needed, to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles of incorporation or other organizational documents or the laws of the jurisdiction of its incorporation or otherwise which is or could become applicable to any Purchaser solely as a result direct consequence of the transactions contemplated by this Agreement, including, without limitation, the Company’s issuance of the Securities and any Purchaser’s ownership of the Securities.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board Board of directors Directors have taken all necessary action, if any is neededany, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles of incorporation or other organizational documents or the laws of the jurisdiction of its incorporation or otherwise which is or could become applicable to any Purchaser solely as a result of the transactions contemplated by this Agreement, including, without limitation, the Company’s issuance of the Securities Shares and any Purchaser’s ownership of the SecuritiesShares or the Conversion Shares.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock its common stock or a change in control of the Company. The Company and its board of directors have taken all necessary action, if any is neededany, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles certificate of incorporation or other organizational documents or the laws of the jurisdiction of its incorporation Delaware which is or could become applicable to any Purchaser solely as a result of the Offering, including, without limitation, the Company’s issuance of the Securities and any Purchaser’s ownership of the SecuritiesShares.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board the Board of directors Directors have taken all necessary action, if any is neededany, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-anti takeover provision under the Company’s articles of incorporation or other organizational charter documents or the laws of the jurisdiction its state of its incorporation which that is or could reasonably be expected to become applicable to any Purchaser solely of the Purchasers as a result of the Purchasers and the Company fulfilling their obligations or exercising their rights under the Transaction Documents, including, without limitation, the Company’s issuance of the Securities and any Purchaser’s the Purchasers’ ownership of the Securities.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board the Board of directors Directors have taken all necessary action, if any is neededany, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles 's certificate of incorporation incorporation, bylaws or other organizational documents or and the laws of the jurisdiction its state of its incorporation which that is or could reasonably be expected to become applicable to any the Purchaser solely as a result of the Purchaser and the Company fulfilling their obligations or exercising their rights under the Transaction Documents, including the Company’s issuance of the Securities Shares and any the Purchaser’s ownership of the SecuritiesShares.

Application of Takeover Protections; Rights Agreements. The Company has not adopted any stockholder rights plan relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company. The Company and its board Board of directors Directors have taken all action (if any) deemed necessary actionby the Company and the Board of Directors, if any is needed, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s articles of incorporation or other organizational 's charter documents or the laws of the jurisdiction its state of its incorporation which that is or could reasonably be expected to become applicable to any Purchaser solely of the Purchasers as a result of the Purchasers and the Company fulfilling their obligations or exercising their rights under the Transaction Documents, including, without limitation, the Company’s 's issuance of the Securities Shares and any Purchaser’s the Purchasers' ownership of the SecuritiesShares. The Company has not adopted a stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company.