Common use of Conversion Shares / Warrant Shares Clause in Contracts

Conversion Shares / Warrant Shares. The Company has authorized and has reserved and covenants to continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of shares of Common Stock equal to the number of shares of Common Stock that are not currently issued or reserved for issuance; provided, however, upon the Company filing the Charter Amendment (as defined in Section 3.23 hereof), the Company shall authorize and reserve and continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of shares of Common Stock equal to one hundred fifty percent (150%) of the number of shares of Common Stock as shall from time to time be sufficient to effect the conversion of all of the Preferred Shares and exercise of the Warrants then outstanding. Any shares of Common Stock issuable upon conversion of the Preferred Shares and exercise of the Warrants (and such shares when issued) are herein referred to as the "Conversion Shares" and the "Warrant Shares", respectively. The Preferred Shares, the Conversion Shares and the Warrant Shares are sometimes collectively referred to as the "Shares".

Conversion Shares / Warrant Shares. The Company has authorized and has reserved and covenants to continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of shares of Common Stock equal to the number of authorized shares of Common Stock that are not currently issued or reserved for issuanceissuance as of the date hereof; provided, however, upon the Company filing the Charter Amendment (as defined in Section 3.23 hereof)Amendment, the Company shall authorize and reserve and continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of its authorized but unissued shares of Common Stock equal to one hundred fifty percent (150%) of the aggregate number of shares of Common Stock as shall from time to time be sufficient to effect the conversion of all of the Preferred Shares Notes and exercise of the Warrants then outstanding. Any shares of Common Stock issuable upon conversion of the Preferred Shares and Notes are herein referred to as the "Conversion Shares". Any shares of Common Stock issuable upon exercise of the Warrants (and such shares when issued) are herein referred to as the "Conversion Shares" and the "Warrant Shares", respectively. The Preferred SharesNotes, the Warrants, the Conversion Shares and the Warrant Shares are sometimes collectively referred to herein as the "SharesSecurities".

Conversion Shares / Warrant Shares. The Company hereby represents and warrants to the Purchasers that it has authorized and has reserved and and, it hereby covenants to continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of shares of Common Stock equal to the number of shares of Common Stock that are not currently issued or reserved for issuance; provided, however, upon the Company filing the Charter Amendment (as defined in Section 3.23 hereof), the Company shall authorize and reserve and continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of its authorized but unissued shares of Common Stock equal to one hundred fifty ten percent (150110%) of the aggregate number of shares of Common Stock as shall from time to time be sufficient to effect the conversion of all the Notes and one hundred percent (100%) of the Preferred Shares and aggregate number of shares of Common Stock to effect the exercise of the Warrants then outstandingas of the Closing Date. Any shares of Common Stock issuable upon conversion of the Preferred Shares and exercise of Notes or the Warrants Amended Vicis Notes (and such shares when issued) as defined below), are herein referred to as the "“Conversion Shares" ”. Any shares of Common Stock issuable upon exercise of the Warrants or the Amended Vicis Warrants (as defined below), and such shares when issued, are herein referred to as the "“Warrant Shares", respectively”. The Preferred SharesNotes, the Amended Vicis Notes, the Warrants, the Amended Vicis Warrants, the Conversion Shares Shares, and the Warrant Shares are sometimes collectively referred to herein as the "Shares"“Securities”.

Conversion Shares / Warrant Shares. The Company has authorized and has reserved and covenants to continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, stockholders a number of its authorized but unissued shares of Common Stock equal to one hundred twenty percent (120%) of the aggregate number of shares of Common Stock equal to the number of shares of Common Stock that are not currently issued or reserved for issuance; provided, however, issuable upon the Company filing conversion of the Charter Amendment Note and the exercise of the Warrant, and shall, within thirty (as defined in Section 3.23 30) days of the date hereof), the Company shall authorize and take all necessary action to increase such reserve and continue to reserve, free of preemptive rights and other similar contractual rights of stockholders, a number of shares of Common Stock equal to one hundred fifty percent (150%) of the aggregate number of shares of Common Stock as shall from time to time be sufficient to effect the issuable upon conversion of all of the Preferred Shares Note and exercise of the Warrants then outstandingWarrant. Any shares of Common Stock issuable upon conversion of the Preferred Shares and Note are herein referred to as the “Conversion Shares”. Any shares of Common Stock issuable upon exercise of the Warrants Warrant (and such shares when issued) are herein referred to as the "Conversion Shares" and the "“Warrant Shares", respectively”. The Preferred SharesNote, the Warrant, the Conversion Shares and the Warrant Shares are sometimes collectively referred to herein as the "Shares"“Securities”.