Common use of Consent Required to Amend, Terminate or Waive Clause in Contracts

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; (b) the Key Holders; and (c) the hold­ers of at least a majority of the shares of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock held by the Investors (voting as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended amended, modified or terminated (other than pursuant to Section 6) and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; Company and (b) the Key Holders; and (c) the hold­ers holders of at least a majority of the shares then outstanding Shares (other than those Shares obtained by exercise of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock stock options) held by the Investors parties to this Agreement (voting together as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; Company and (b) the Key Holders; and (c) the hold­ers holders of at least a majority 70% of the shares of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock held by the Investors holders thereof (voting as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; (b) the Key Holders holding a majority of the Shares then held by the Key Holders; and (c) the hold­ers holders of at least a majority of the shares of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock held by the Investors (voting as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; Company and (b) the Key Holders; and (c) the hold­ers holders of at least a majority of the shares of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock held by the Investors (voting as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated modified and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; (b) the Key Holders; and (c) the hold­ers holders of at least a majority of the shares of Common Stock issued or issuable upon conversion of the then outstanding shares of Series A the Preferred Stock held by the Investors (voting as a single class and on an as-converted basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; and (b) the Key Holders; and (c) the hold­ers of at least a majority of the shares of Common Investors holding a Series A-1 Preferred Stock issued or issuable upon conversion and Investors who held Legacy Preferred Stock as of the shares of Series A Preferred Stock held by the Investors (Conversion Date, , voting as a single class and on an as-converted to Common Stock basis). Notwithstanding the foregoing:

Consent Required to Amend, Terminate or Waive. This Agreement may be amended or terminated modified and the observance of any term hereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument executed by (a) the Company; Company and (b) the Key Holders; and (c) the hold­ers holders of at least a majority majority-in-interest of the shares of Common Stock issued or issuable upon conversion of the shares of Series A Preferred Stock held by the Investors Stockholders (voting as a single class and on an as-converted basis). Notwithstanding the foregoing: