Common use of Greenshoe Clause in Contracts

Greenshoe. (a) From the date hereof until the twelve month anniversary of the Closing Date, each Holder may, in its sole determination, elect to purchase, severally and not jointly with the other Holders and, subject to the proviso below, in one or more purchases, additional debentures and warrants in accordance with the calculations in Section 3 having an aggregate cash subscription amount for each Holder equal to 50% of such Holder’s Exchange Amount (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 7, the “Greenshoe Rights”). The Greenshoe Securities shall, except as set forth in this Section 7, be identical to the Securities. The debenture included in the Greenshoe Securities shall have an initial conversion price equal to the lesser of (i) $0.35 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective Conversion Price of the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45. (b) Any Greenshoe Right exercised by a Holder shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders shall enter into a securities purchase agreement otherwise identical to the April 2014 Purchase Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. (ai) From The Company and each Purchaser hereby agree that from the date hereof until the twelve month anniversary of the Closing DateFebruary 14, 2015, each Holder mayPurchaser shall have the right, in its sole determination, to elect to purchase, severally and not jointly with the other Holders Purchasers and, subject to the proviso below, in one or more purchases, additional debentures shares of Preferred Stock and warrants in accordance Warrants with the calculations in Section 3 having an aggregate cash subscription amount for each Holder equal thereof of up to 50% of such Holder’s Exchange Amount $1,500,000 and in the individual aggregate subscription amount set forth on its signature page hereto (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 74(b), the “Greenshoe Rights”). The Greenshoe Securities shall, except shall be in the same form as set forth in this Section 7, be identical the Warrants and Preferred Stock issued pursuant to the Securities. The debenture included in the Greenshoe Securities shall have an initial conversion price equal to the lesser of (i) $0.35 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective Conversion Price of the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45Purchase Agreement. (bii) Any Greenshoe Right exercised by a Holder Purchaser shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms otherwise identical to those set forth in the Transaction Documents, mutatis mutandis, except that the dividend rate for the Preferred Stock issued in respect of a Greenshoe Right shall be the dividend rate in effect at such time under the Certificate of Designation (regardless of whether any of the Preferred Stock issued on the Closing Date remains outstanding, and subject to further increase on the dates set forth in the Certificate of Designation) and the warrants shall have a five year term from the closing of such Greenshoe Right. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders Purchasers shall enter into a securities purchase agreement otherwise identical to the April 2014 Purchase Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. (a) From the date hereof until the twelve month 90 day anniversary of the Closing Date, each Holder Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Holders Purchasers and, subject to the proviso below, in one or more purchases, additional debentures and warrants in accordance with the calculations in Section 3 2.2 having an aggregate cash subscription amount for each Holder Purchaser equal to 50100% of such HolderPurchaser’s Exchange Subscription Amount hereunder (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 74.18, the “Greenshoe Rights”). The Greenshoe Securities shall, except as set forth in this Section 74.18, be identical to the Securities. The debenture included in the Greenshoe Securities shall have an initial conversion price equal to the lesser of (i) $0.35 0.10 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective Conversion Price of the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45hereunder. (b) Any Greenshoe Right exercised by a Holder Purchaser shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders Purchasers shall enter into a securities purchase agreement otherwise Securities Purchase Agreement identical to the April 2014 Purchase this Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. (a) From the date hereof until the twelve month anniversary of the Closing Date, each Holder Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Holders Purchasers and, subject to the proviso below, in one or more purchases, additional debentures and warrants in accordance with the calculations in Section 3 2.2 having an aggregate cash subscription amount for each Holder Purchaser equal to 50% of such HolderPurchaser’s Exchange Subscription Amount hereunder (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 74.18, the “Greenshoe Rights”). The Greenshoe Securities shall, except as set forth in this Section 74.18, be identical to the Securities. The debenture included in the Greenshoe Securities shall have an initial conversion price equal to the lesser of (i) $0.35 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective Conversion Price of the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45. (b) Any Greenshoe Right exercised by a Holder Purchaser shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders Purchasers shall enter into a securities purchase agreement otherwise Securities Purchase Agreement identical to the April 2014 Purchase this Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. (a) From the date hereof Authorized Share Approval Date until the twelve month one year anniversary of the Closing Authorized Share Approval Date, each Holder Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Holders Purchasers and, subject to the proviso below, in one or more purchases, in the ratio of such Purchaser’s original Subscription Amount to the original aggregate Subscription Amount of all Purchasers, additional debentures shares of Preferred Stock and warrants in accordance Warrants with the calculations in Section 3 having an aggregate cash subscription amount for each Holder equal thereof of up to 50% of such Holder’s Exchange Amount $500,000 (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 74.20, the “Greenshoe Rights”). The Greenshoe Securities shall, except as set forth in this Section 7, shall be identical to the Securities. The debenture included in the Greenshoe Securities , and shall have an initial a conversion price and exercise price, as applicable, equal to the lesser of (i) $0.35 (subject to adjustment for forward the then-effective conversion price of the Preferred Stock and reverse stock splits and exercise price of the like that occur after the date hereof) Warrants, or (ii) if the then effective Conversion Price of Preferred Stock and/or Warrants are no longer outstanding, the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise most recent conversion price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45Preferred Stock and/or Warrants, as applicable. (b) Any Greenshoe Right exercised by a Holder Purchaser shall close within 5 10 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders Purchasers shall enter into a securities purchase agreement otherwise Securities Purchase Agreement identical to the April 2014 Purchase this Agreement, mutatis mutandis and shall include updated disclosure schedules.