Common use of Blackout Clause in Contracts

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for until one hundred and eighty (180) business daysdays after the Actual Effective Date during which such Registration Statement shall be current and available for use in connection with the unrestricted public resale of the Shares and Warrant Shares ("Exclusion Period"), or (ii) until all the Shares and Warrant Shares have been resold pursuant to said such registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, statement or causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for until one hundred and eighty (180) business daysdays after the Actual Effective Date during which such Registration Statement shall be current and available for use in connection with the unrestricted public resale of the Shares and Warrant Shares (“Exclusion Period”), or (ii) until all the Shares and Warrant Shares have been resold pursuant to said such registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, statement or causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv10.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business daysdays after the Actual Effective Date, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) ninety (90) days after the effective date of the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days), or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that transaction, which could have the effect of delaying the effectiveness of any pending registration statement, statement or causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Except in connection with the transactions contemplated by Section 9(p) below, the Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv8.1(iv) having been being effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Company Shares have been resold pursuant to said registration statement, or (iii) two years after the Closing Date, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and -------- covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction transaction, except for those specific acquisitions for which the Company has entered into letters of intent as set forth in the Use of Proceeds on Schedule 9(e), that could have the effect of delaying the effectiveness of any pending registration statement, statement or causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first to occur of (i) the registration statement described in Section 11.1(iv) Registration Statement having been effective for one hundred and eighty ninety (18090) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction transaction, that could have the effect of delaying the effectiveness of any the pending registration statement, Registration Statement or causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.

Blackout. The Company undertakes and covenants that until the first --------- to occur of (i) the registration statement described in Section 11.1(iv) having been effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Shares have been resold pursuant to said registration statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement. (o) S-8. The Company will not file a Form S-8 with the Commission during ---- the Exclusion Period (as defined in Section 12(a) of the Agreement) without the consent of the Subscriber.

Blackout. The Company undertakes and covenants that until --------- the first to occur of (i) the registration statement described in Section 11.1(iv8.1(iv) having been being effective for one hundred and eighty (180) business days, or (ii) until all the Shares and Warrant Company Shares have been resold pursuant to said registration statement, or (iii) two years after the Closing Date, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement, causing an already effective registration statement to no longer be effective or current, or require the filing of an amendment to an already effective registration statement.