Common use of Increase in Authorized Shares Clause in Contracts

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring the exercise in full of the Warrant, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days from such date) prepare and mail to the shareholders of the Company proxy materials requesting authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the Warrant. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (c) within 5 Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring (i) the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days 60 calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iiiiv) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants, as would be issuable on such date. In connection therewith, the Board of Directors shall promptly (ax) adopt proper resolutions authorizing such increase, (by) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (cz) within 5 five Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring (i) the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days forty five (45) calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iiiiv) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants, as would be issuable on such date. In connection therewith, the Board of Directors shall promptly (ax) adopt proper resolutions authorizing such increase, (by) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (cz) within 5 three Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time as If on any date the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring issuing Shares as would then be issuable upon a conversion to permit the exercise Purchaser to receive the Return (the "Current Required Minimum"), in full of the Warranteither case, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired reserved shares of Common Stock, then the Board of Directors of the Company shall promptly (and in any case within 45 Business Days from such date) prepare and mail to the shareholders stockholders of the Company proxy materials requesting authorization to amend the Company's certificate or articles of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a such number of shares equal as reasonably requested by the Purchasers in order to the sum provide for such number of (i) all authorized and unissued shares of Common Stock then outstanding, (ii) to enable the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the WarrantCompany to comply with this Agreement. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders stockholders no later than the 60th earlier to occur of the sixtieth (60th) day after delivery of the proxy materials relating to such meetingmeeting and the ninetieth (90th) day after request by a holder of Securities to issue the number of Shares in accordance with the terms hereof) and (c) within 5 five (5) Business Days of obtaining such shareholder stockholder authorization, file an appropriate amendment to the Company's certificate or articles of incorporation to evidence such increase.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise conversion were to be delivered on such date, precluded from honoring converting the exercise full outstanding principal amount of Debentures (and paying any accrued but unpaid interest in full respect thereof in shares of the Warrant, Common Stock) that remain unconverted at such date due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly and in good faith (and in any case within 45 Business Days 30 business days from such date) prepare and mail to the shareholders of the Company proxy materials requesting authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a such number of shares equal as reasonably requested by the Purchaser in order to the sum provide for such number of (i) all authorized and unissued shares of Common Stock then outstanding, (ii) to enable the number Company to comply with its conversion and reservation of shares of Common Stock issuable on account of all outstanding warrants, options obligations as set forth in this Agreement and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the WarrantDebentures. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (c) within 5 Business Days business days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring (i) the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days sixty (60) calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iii) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants, as would be issuable on such date. In connection therewith, the Board of Directors shall promptly (ai) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (ciii) within 5 five Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days 90 calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iiiiv) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants. In connection therewith, the Board of Directors shall promptly (ax) adopt proper resolutions authorizing such increase, (by) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (cz) within 5 three Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time times as the Company would be, if a notice of exercise were to be delivered on such datedate or Adjustment Date, precluded from honoring the issuing such number of Underlying Shares as would be issuable upon exercise in full of the Warrant, Warrants or issuing all of the Adjustment Shares due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired reserved shares of Common Stock, the Board of Directors of the Company shall promptly (and in any case case, within 45 30 Business Days from such date) prepare and mail to the shareholders stockholders of the Company proxy materials requesting authorization to amend the Company's certificate Articles of incorporation Incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a such number of shares equal as reasonably requested by the Purchasers in order to the sum provide for such number of (i) all authorized and unissued shares of Common Stock then outstanding, (ii) to enable the number Company to comply with its exercise and reservation of shares of Common Stock issuable on account of all outstanding warrants, options obligations as set forth in this Agreement and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the WarrantWarrants. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders stockholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (c) within 5 five (5) Business Days of obtaining such shareholder stockholder authorization, file an appropriate amendment to the Company's certificate Articles of incorporation Incorporation to evidence such increase.

Increase in Authorized Shares. At such time times as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring the issuing such number of Underlying Shares as would be issuable upon exercise in full of the Warrant, Warrants due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired reserved shares of Common Stock, the Board of Directors of the Company shall promptly (and in any case case, within 45 30 Business Days from such date) prepare and mail to the shareholders stockholders of the Company proxy materials requesting authorization to amend the Company's certificate Articles of incorporation Incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a such number of shares equal as reasonably requested by the Purchasers in order to the sum provide for such number of (i) all authorized and unissued shares of Common Stock then outstanding, (ii) to enable the number Company to comply with its exercise and reservation of shares of Common Stock issuable on account of all outstanding warrants, options obligations as set forth in this Agreement and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the WarrantWarrants. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders stockholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (c) within 5 five (5) Business Days of obtaining such shareholder stockholder authorization, file an appropriate amendment to the Company's certificate Articles of incorporation Incorporation to evidence such increase.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring (i) the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days 30 calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iiiiv) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants, as would be issuable on such date. In connection therewith, the Board of Directors shall promptly (ax) adopt proper resolutions authorizing such increase, (by) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (cz) within 5 five Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time as If on any date the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring issuing the number of Underlying Shares issuable upon exercise in full of the Warrant, Warrants due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired reserved shares of Common Stock, then the Board of Directors of the Company shall promptly (and in any case within 45 Business Days from such date) prepare and mail to the shareholders stockholders of the Company proxy materials requesting authorization to amend the Company's certificate or articles of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue so as to at least a number of provide enough shares equal to for issuance under the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the WarrantWarrants. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders stockholders no later than the earlier to occur of the 60th day after delivery of the proxy materials relating to such meetingmeeting and the 90th day after request by a holder of Warrants to issue the number of Underlying Shares in accordance with the terms hereof) and (c) within 5 five Business Days of obtaining such shareholder stockholder authorization, file an appropriate amendment to the Company's certificate or articles of incorporation to evidence such increase.

Increase in Authorized Shares. At such time as the Company would be, if a notice of exercise were to be delivered on such date, precluded from honoring the exercise in full of the WarrantWarrants, due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired re-acquired Common Stock, the Board of Directors of the Company shall promptly (and in any case within 45 Business Days 60 calendar days from such date) prepare and mail to hold a shareholders meeting in which the shareholders of the Company proxy materials requesting would vote for authorization to amend the Company's certificate of incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a number of shares equal to the sum of (i) all shares of Common Stock then outstanding, (ii) the number of shares of Common Stock issuable on account of all outstanding warrants, options and convertible securities (other than the WarrantWarrants) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan plan, and (iiiiv) such number of Underlying Warrant Shares as would then be issuable upon the exercise in full of the WarrantWarrants. In connection therewith, the Board of Directors shall promptly (ax) adopt proper resolutions authorizing such increase, (by) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder shareholder approval to carry out such resolutions (and hold a special meeting of the shareholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (cz) within 5 three Business Days of obtaining such shareholder authorization, file an appropriate amendment to the Company's certificate of incorporation to evidence such increase. In no way shall the aforementioned be deemed a waiver of the Company's obligations contained in Section 6.2 above.

Increase in Authorized Shares. At such time times as the Company would be, if a notice of exercise or conversion were to be delivered on such date, precluded from honoring issuing such number of Conversion Shares as would be issuable upon conversion in full of the Debentures or issuing such number of Warrant Shares as would be issuable upon exercise in full of the Warrant, Warrant due to the unavailability of a sufficient number of shares of authorized but unissued or reacquired reserved shares of Common Stock, the Board of Directors of the Company shall promptly (and in any case case, within 45 30 Business Days from such date) prepare and mail to the shareholders stockholders of the Company proxy materials requesting authorization to amend the Company's certificate Articles of incorporation Incorporation to increase the number of shares of Common Stock which the Company is authorized to issue to at least a such number of shares equal as reasonably requested by the Purchasers in order to the sum provide for such number of (i) all authorized and unissued shares of Common Stock then outstanding, (ii) to enable the number Company to comply with its exercise and reservation of shares of Common Stock issuable on account of all outstanding warrantsobligations as set forth in this Agreement, options the Debentures and convertible securities (other than the Warrant) and on account of all shares reserved under any stock option, stock purchase, warrant or similar plan and (iii) such number of Underlying Shares as would then be issuable upon the exercise in full of the Warrant. In connection therewith, the Board of Directors shall (a) adopt proper resolutions authorizing such increase, (b) recommend to and otherwise use its best efforts to promptly and duly obtain stockholder approval to carry out such resolutions (and hold a special meeting of the shareholders stockholders no later than the 60th day after delivery of the proxy materials relating to such meeting) and (c) within 5 five (5) Business Days of obtaining such shareholder stockholder authorization, file an appropriate amendment to the Company's certificate Articles of incorporation Incorporation to evidence such increase.