Issuable Maximum. The Warrant Shares subject to this Warrant shall not be allocated towards any portion of the Issuable Maximum (as defined in the Purchaser Warrants).
Issuable Maximum. Notwithstanding anything herein or in the Related Agreements to the contrary, if the rules of Nasdaq require, the Holder shall not have the right to acquire the Bridge Notes and the Bridge Warrants or to convert or exercise any portion thereof into shares of Common Stock in accordance with their terms (such shares of Common Stock being referred to herein as “Conversion Shares”), to the extent that either: (i) the aggregate number of Conversion Shares issued and issuable by the Company pursuant to the Bridge Notes and the Bridge Warrants exceeds 19.9% of the number of shares of Common Stock or the voting power of the Company outstanding on the original date of issuance of the Bridge Notes and the Bridge Warrants (“Date of Original Issuance”) or (ii) after giving effect to such acquisition, conversion or exercise, the Holder (together with the Holder’s affiliates) would beneficially own in excess of 19.9% of the number of shares of the Common Stock or the voting power of the Company outstanding immediately after closing of the Bridge Loan (the securities issued and issuable up to and in compliance with the 19.9% thresholds described in clauses (i) and (ii) above, being referred to herein as the “Issuable Maximum”), unless the issuance of securities in excess of the Issuable Maximum shall first be approved by the Company’s shareholders in accordance with applicable law and the Bylaws and Articles of Incorporation of the Company. If, at the time of any potential issuance of the Bridge Notes and the Bridge Warrants, or any conversion or exercise thereof, the Conversion Shares issued and issuable exceed the Issuable Maximum (and if the Company has not previously obtained the required shareholder approval), the Company shall issue to the Holder a number of Bridge Notes, Bridge Warrants and Conversion Shares not exceeding the Issuable Maximum, and the remainder of the Bridge Notes, Bridge Warrants and Conversion Shares to be issued shall constitute “Excess Shares” pursuant to Section 8.2 below.
Issuable Maximum. The Company shall not take any action that would cause or result in the issuance of Common Stock pursuant to the Transaction Documents to become subject to the limitations set forth in Section 6 of the Note or Section 11 of the Warrant.
Issuable Maximum. Section 6.8 Losses............................................................Section 8.1(b) Material Contracts..................................................Section 3.15 Notices..............................................................Section 8.3 Offer.............................................................Section 6.2(b) Permitted Encumbrances...............................................Section 6.5
Issuable Maximum. Notwithstanding anything herein to the contrary, prior to the date the Charter Amendment is effective, the Company has reserved an aggregate of 225,000,000 shares of Common Stock for issuance (A) in connection with any Debentures issued pursuant to the Purchase Agreement and (B) in connection with any Warrants issued pursuant to the Purchase Agreement (such number of shares, the “Issuable Maximum”). Prior to the date the Charter Amendment is effective, each Holder shall be entitled to a portion of the Issuable Maximum equal to the quotient obtained by dividing (x) the aggregate principal amount of the Debenture(s) issued and sold to such Holder on the Original Issue Date by (y) the aggregate principal amount of all Debentures issued and sold by the Company on the First Closing. If any Holder shall no longer hold the Debenture(s) and Warrants, then such Holder’s remaining portion of the Issuable Maximum, if any, shall be allocated pro-rata among the remaining Holders. If, on any date this Warrant is exercised, (1) the applicable Exercise Price and number of shares issuable is such that the shares issuable under this Warrant on such date, together with the aggregate number of shares of Common Stock that have been issued upon prior conversion or exercise of the Debentures and Warrants, as applicable, would exceed the Issuable Maximum and (2) the Charter Amendment is not effective, then the Company shall issue to the Holder requesting an exercise a number of shares of Common Stock equal to such Holder’s pro-rata portion (which shall be calculated pursuant to the terms hereof) of the Issuable Maximum and, with respect to the remainder of the aggregate Warrants then held by such Holder for which an exercise in accordance with the terms hereof would result in an issuance of shares of Common Stock in excess of such Holder’s pro-rata portion (which shall be calculated pursuant to the terms hereof) of the Issuable Maximum (the “Excess Warrants”), the Holder shall be prohibited from exercising such Excess Warrants and the Company shall promptly notify the Holder of the reason therefor. This Warrant shall thereafter be unexercisable to such extent until and unless the Charter Amendment is subsequently approved, but this Warrant shall otherwise remain in full force and effect. The Holder shall be entitled, in its sole discretion, to allocate its pro-rata portion of the Issuable Maximum among Debentures and Warrants held by it.]
