Common use of Issuances of Company Securities Clause in Contracts

Issuances of Company Securities. (a) As long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the Closing, the Company only shall have the right to issue shares of Common Stock or preferred stock ranking junior to the Preferred Stock with respect to liquidation preferences (the "Junior Securities") as long as such issuance does not result in a limitation on the use of the Company's net operating loss carryforwards under Section 382 of the Code. Notwithstanding the foregoing, the issuance of Junior Securities will be permissible even if it results in a limitation on the use of the Company's net operating loss carryforwards; provided that at least two (2) of the Company's directors do not vote in opposition to such issuance. (b) Notwithstanding anything contained herein to the contrary, the Company agrees that for as long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the Closing, without the prior written consent of the Purchaser the Company will not: (i) create or authorize the creation or increase the authorized amount of or alter the rights of any additional or existing class or series of shares of stock, unless the same ranks junior to the Preferred Stock as liquidation preferences; (ii) create or authorize any obligation or security convertible or exercisable into or exchangeable for shares of Preferred Stock, regardless of whether any such creation, authorization or increase shall be by means of amendment to the Certificate of Incorporation, or by merger, consolidation or otherwise; or (c) alter or amend the rights, preferences or privileges of the Preferred Stock (whether by merger, consolidation, or otherwise). (d) Notwithstanding anything contained in this Agreement to the contrary, there shall be no limitation whatsoever at any time on the right of the Company to issue Junior Securities.

Issuances of Company Securities. (a) As long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the ClosingStock, the Company only shall have the right to issue shares of Common Stock or preferred stock ranking junior to the Preferred Stock with respect to liquidation preferences (the "Junior Securities") as long as such issuance does not result in a limitation on the use of the Company's net operating loss carryforwards under Section 382 of the Code. Notwithstanding the foregoing, the issuance of Junior Securities will be permissible even if it results in a limitation on the use of the Company's net operating loss carryforwards; provided that at least two (2) of the Company's directors do not vote in opposition to such issuance. (b) Notwithstanding anything contained herein to the contrary, the Company agrees that for as long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the ClosingStock, without the prior written consent of the Purchaser the Company will not: (i) create or authorize the creation or increase the authorized amount of or alter the rights of any additional or existing class or series of shares of stock, unless the same ranks junior to the Preferred Stock as liquidation preferences; (ii) create or authorize any obligation or security convertible or exercisable into or exchangeable for shares of Preferred Stock, regardless of whether any such creation, authorization or increase shall be by means of amendment to the Certificate Company's certificate of Incorporationincorporation, or by merger, consolidation or otherwise; or (c) alter or amend the rights, preferences or privileges of the Preferred Stock (whether by merger, consolidation, or otherwise). (d) Notwithstanding anything contained in this Agreement to the contrary, there shall be no limitation whatsoever at any time on the right of the Company to issue Junior Securities.

Issuances of Company Securities. (a) As long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the Closing, the Company only shall have the right to issue shares of Common Stock or preferred stock ranking junior to the Preferred Stock with respect to liquidation preferences (the "Junior Securities") as long as such issuance does not result in a limitation on the use of the Company's net operating loss carryforwards under Section 382 of the Code. Notwithstanding the foregoing, the issuance of Junior Securities will be permissible even if it results in a limitation on the use of the Company's net operating loss carryforwards; provided that at least two (2) of the Company's directors do not vote in opposition to such issuance. (b) Notwithstanding anything contained herein to the contrary, the Company agrees that for as long as the Purchaser owns not less than the Threshold Percentage and at least 25% of the Preferred Stock outstanding immediately following the Closing, without the prior written consent of the Purchaser the Company will not: (i) create or authorize the creation or increase the authorized amount of or alter the rights of any additional or existing class or series of shares of stock, unless the same ranks junior to the Preferred Stock as liquidation preferences; (ii) create or authorize any obligation or security convertible or exercisable into or exchangeable for shares of Preferred Stock, regardless of whether any such creation, authorization or increase shall be by means of amendment to the Certificate Company's certificate of Incorporationincorporation, or by merger, consolidation or otherwise; or (c) alter or amend the rights, preferences or privileges of the Preferred Stock (whether by merger, consolidation, or otherwise). (d) Notwithstanding anything contained in this Agreement to the contrary, there shall be no limitation whatsoever at any time on the right of the Company to issue Junior Securities.