Common use of Available Shares Clause in Contracts

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon), plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holder). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares at least equal to the sum of (x) one three hundred and fifty percent (150300%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon), plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holder). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The After the Certificate of Incorporation Amendment Filing Date the Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)) , plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other HolderHolder or Lender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150100%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)Debentures, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender Buyers or to any other HolderHolder or Buyer). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lenderany Buyer's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)Debentures, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other HolderHolder or Lender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The After the Certificate of Incorporation Amendment Filing Date the Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon), plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holder). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty twenty-five percent (150125%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal on all outstanding Convertible Debentures (including interest thereon), plus (y) one hundred ten percent (110%) of the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Convertible Debentures for the Total Purchase Price were then issued and convertible and all related Warrants were then exercisable issued and exercisable, in each case without regard to any restrictions (including restrictions as to date or amount) which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty twenty-five percent (150125%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal on all outstanding Convertible Debentures (including interest thereon), plus (y) one hundred ten percent (110%) of the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Debentures Debentures, including without limitation, the Additional Debentures, were then issued and convertible and all Warrants Warrants, including without limitation the Additional Warrants, were then exercisable issued and exercisable, in each case without regard to any restrictions which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The After the Certificate of Incorporation Amendment Filing Date the Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)) , plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the a Lender or to any other HolderHolder or Lender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one two hundred and fifty percent (150200%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereonwhether originally issued to the Lender or to other Lenders), plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other HolderLender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any HolderLender.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty twenty percent (150120%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal and interest on all outstanding Convertible Debentures (including interest thereon), plus (y) one hundred percent (100%) of the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Convertible Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the “Minimum Available Shares”) at least equal to the sum of (x) one hundred and fifty percent (150100%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)Debentures, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other HolderHolder or Lender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's ’s right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150100%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal and interest on all outstanding Convertible Debentures (including interest thereon), plus (y) one hundred percent (100%) of the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Convertible Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Reserved Amount") at least equal to to (i) until the Final Lock-up Date, one hundred twenty-five percent (125%), and (ii) thereafter, one hundred percent (100%) of the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal on all outstanding Convertible Debentures (including plus interest thereon)thereon through the Maturity Date, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Debentures and all Warrants, including without limitation the Additional Warrants, were then convertible issued and all Warrants were then exercisable exercisable, in each case without regard to any restrictions which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The Subject to the provisions of Annex VI attached hereto, the Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty twenty-five percent (150125%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal on all outstanding Convertible Debentures (including interest thereon), plus (y) one hundred ten percent (110%) of the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Convertible Debentures for the Total Purchase Price were then issued and convertible and all related Warrants were then exercisable issued and exercisable, in each case without regard to any restrictions (including restrictions as to date or amount) which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150100%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)Debentures, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender Buyer or to any other HolderHolder or Buyer). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the Lenderany Buyer's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any Holder.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150%) of the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of all outstanding Convertible Debentures (including interest thereon)Debentures, plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other HolderLender). For the purposes of such calculations, the Company should assume that all such Debentures were then convertible and all Warrants were then exercisable without regard to any restrictions which might limit the any Lender's right to convert any of the Convertible Debentures or exercise any of the Warrants held by any HolderLender.

Available Shares. The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, a number of shares (the "Minimum Available Shares") at least equal to the sum of (x) one hundred and fifty percent (150%) of (x) the number of shares of Common Stock issuable as may be required to satisfy the conversion rights of the Holders of principal on all Unconverted Debentures outstanding Convertible at any time Debentures (including interest thereon), plus (y) the number of shares issuable upon exercise of all outstanding Warrants held by all Holders as of such date (in each case, whether such Convertible Debentures or Warrants were originally issued to the Holder, the Lender or to any other Holderparty). For the purposes of such calculations, the Company should assume that all such Convertible Debentures were then convertible and all related Warrants were then exercisable exercisable, in each case without regard to any restrictions (including restrictions as to date or amount) which might limit the Lenderany Holder's right to convert any of the Convertible Debentures or to exercise any of the Warrants held by any Holder.