Common use of Cash Out or Settlement of Derivative Securities Clause in Contracts

Cash Out or Settlement of Derivative Securities. To the extent any Derivative Securities issued during the Contingent Right Term are cashed out, redeemed, repurchased or otherwise settled prior to their conversion, exercise or exchange for Common Stock (any such event, a “Cash Out Transaction”), the Company shall grant to the Investor a Contingent Purchase Right with respect to the number of shares equal to the product of (x) the Yield Percentage and (y) the aggregate number of shares of Common Stock that would have been obtained if the Derivative Securities had been converted, exercised or exchanged immediately prior to the Cash Out Transaction. The Company will deliver written notice to the Investor promptly (and in any event within 5 business days) following the completion of any Cash Out Transaction, which notice shall provide a description of the material terms of the Cash Out Transaction and identify the number of shares of Common Stock to which the Contingent Purchase Right arising from the Cash Out Transaction applies. The Investor shall have 30 days following the receipt of such notice to deliver a notice of exercise of the Contingent Purchase Right arising from the Cash Out Transaction, which period shall be extended for such period as is required to obtain Stockholder Approval as set forth in Section 3.1(i) (and for a period of 15 days following the date on which Stockholder Approval is obtained). Upon the expiration of such 15 or 30 day period (unless extended as provided in the foregoing sentence), the Contingent Purchase Right shall be extinguished as to the particular Cash Out Transaction giving rise to such right (but only as to that Cash Out Transaction). For the sake of clarity, a notice of exercise may be delivered after the Termination Date to the extent it relates to a Cash Out Transaction so long as the Investor otherwise complies with its obligations under this Section 3.1(e).