Common use of Capital Raising Limitations Clause in Contracts

Capital Raising Limitations. During the period from the date of this Agreement until the date that is sixty (60) days after the Termination Date, the Company shall not issue or sell, or agree to issue or sell Variable Equity Securities (as defined below), for cash in private capital raising transactions without obtaining the prior written approval of the Investor of the Offering (the limitations referred to in this subsection 6.5.1 are collectively referred to as the "Capital Raising Limitations"). For purposes hereof, the following shall be collectively referred to herein as, the "Variable Equity Securities": (A) any debt or equity securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock either (i) at any conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for Common Stock at any time after the initial issuance of such debt or equity security, or (ii) with a fixed conversion, exercise or exchange price that is subject to being reset at some future date at any time after the initial issuance of such debt or equity security upon the occurrence of specified contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, (B) any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering, or (C) any equity securities that are issued at a price that is discounted 20% or more from then current market prices at the time of pricing of the transaction.

Capital Raising Limitations. During the period from the date of this Agreement until the date that is sixty thirty (6030) days after the Termination Date, the Company shall not issue or sell, or agree to issue or sell in excess of $75,000 worth of Variable Equity Securities (as defined below), for cash in private capital raising transactions without obtaining the prior written approval of the Investor of the Offering (the limitations referred to in this subsection 6.5.1 are collectively referred to as the "Capital Raising Limitations"). For purposes hereof, the following shall be collectively referred to herein as, the "Variable “Equity Securities"”: (Ai) Common Stock or any other equity securities, (ii) any debt or equity securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock or other equity securities, or (iii) any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering. For purposes hereof, the following shall be collectively referred to herein as, the “Variable Equity Securities”: any debt or Equity Securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock either (i) at any conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for Common Stock at any time after the initial issuance of such debt or equity security, or (ii) with a fixed conversion, exercise or exchange price that is subject to being reset at some future date at any time after the initial issuance of such debt or equity security or upon the occurrence of specified contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, (B) any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering, or (C) any equity securities that are issued at a price that is discounted 20% or more from then current market prices at the time of pricing of the transaction.

Capital Raising Limitations. During the period from the date of this Agreement until the date that is sixty ninety (6090) days after the Termination DateDate (the "Limitation Period"), the Company shall not issue or sell, or agree to issue or sell Variable Equity Securities (as defined below), for cash in private capital raising transactions or any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering without obtaining the prior written approval of the Investor of the Offering (the limitations referred to in this subsection 6.5.1 are collectively referred to as the "Capital Raising Limitations")Offering. For purposes hereof, the following shall be collectively referred to herein as, as the "Variable Equity Securities": (A) any debt or equity securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock either (i) at any conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for Common Stock at any time after the initial issuance of such debt or equity security, or (ii) with a fixed conversion, exercise or exchange price that is subject to being reset at some future date at any time after the initial issuance of such debt or equity security or upon the occurrence of specified contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, (B) any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering, or (Ciii) any equity securities that are issued at with a fixed purchase price or conversion, exercise or exchange price that is discounted 20less than 75% or more from then current market prices at the time of pricing of the transactionaverage closing price of the Company's Common Stock for the five (5) trading days immediately preceding the closing of the offering.

Capital Raising Limitations. During the period from the date of this Agreement until the date that is sixty (60) days after the Termination DateDate (the "Limitation Period"), the Company shall not issue or sell, or agree to issue or sell Variable Equity Securities (as defined below), for cash in private capital raising transactions or any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering without obtaining the prior written approval of the Investor of the Offering (the limitations referred to in this subsection 6.5.1 are collectively referred to as the "Capital Raising Limitations")Offering. For purposes hereof, the following shall be collectively referred to herein as, the "Variable Equity Securities": (A) any debt or equity securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock either (i) at any conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for Common Stock at any time after the initial issuance of such debt or equity security, or (ii) with a fixed conversion, exercise or exchange price that is subject to being reset at some future date at any time after the initial issuance of such debt or equity security or upon the occurrence of specified contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, or (iii) with a fixed conversion, exercise or exchange price that is less than 20% of the lowest trading price of the Company's Common Stock on date of issuance of such convertible debt or equity securities, and (B) Common Stock or any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering, or (C) any other equity securities that are issued at a price that is discounted less than 20% or more from then current market prices at the time of pricing of the transactionlowest trading price of Company's Common Stock on the date of issuance of such equity securities.