Common use of BLACKOUT SHARES Clause in Contracts

BLACKOUT SHARES. In the event that, (a) within five Trading --------------- Days of any Closing Date, the Company gives notice ("Blackout Notice") to the Investor of an impending blackout period ("Blackout Period") in accordance with Section 1.1(f) of the Registration Rights Agreement, and (b) the Bid Price on the Trading Day immediately preceding such Blackout Period ("Old Bid Price") is greater than the Bid Price on the first Trading Day following such Blackout Period" that the Investor may sell its Registrable Securities pursuant to an effective Registration Statement ("New Bid Price"), then the Company shall issue to the Investor a number of additional shares of Registrable Securities (the Blackout Shares") equal to the difference between (X) the product of the number of Registrable Securities held by Investor immediately prior to the Blackout Period" multiplied by the Old Bid Price, divided by the New Bid Price and (Y) the number of Registrable Securities held by Investor immediately prior to the Blackout Period."

BLACKOUT SHARES. In the event that, (a) within five (5) Trading --------------- Days of following any Closing Date, the Company gives notice a Blackout Notice ("Blackout Notice"as defined in the Registration Rights Agreement) to the Investor of an impending blackout period a Blackout Period ("Blackout Period"as defined in the Registration Rights Agreement) in accordance with Section 1.1(f) of the Registration Rights Agreement, and (b) the Bid Price on the Trading Day immediately preceding such Blackout Period ("Old Bid Price") is greater than the Bid Price on the first Trading Day following such Blackout Period" Period that the Investor may sell its Registrable Securities pursuant to an effective Registration Statement ("New Bid Price"), then the Company shall issue to the Investor a the number of additional shares of Registrable Securities (the "Blackout Shares") equal to the difference between (X) the product of the number of Registrable Securities held by Investor immediately prior to the Blackout Period" Period multiplied by the Old Bid Price, divided by the New Bid Price Price, and (Y) the number of Registrable Securities held by Investor immediately prior to the Blackout Period."