Common use of Limitation on Sale Clause in Contracts

Limitation on Sale. The Company covenants until the completion of an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the Investor. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of Investor, provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 Preferred Stock Purchase Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.

Limitation on Sale. The Company covenants until the completion of ------------------ an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 D-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the Investor. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of Investor, the Investor provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 D- 1 Preferred Stock Purchase Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.

Limitation on Sale. The Company covenants until the completion of ------------------ an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 D-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the InvestorVenture Management, LLC and Venture Management III, LLC. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of InvestorVenture Management, LLC and Venture Management III, LLC, provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 D-1 Preferred Stock Purchase Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.

Limitation on Sale. The Company covenants until the completion of ------------------ an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 D-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the Investor. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of Investor, the Investor provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 D-1 Preferred Stock Purchase Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.

Limitation on Sale. The Company covenants until the completion of an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the InvestorVenture Management, LLC and Venture Management III, LLC. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of InvestorVenture Management, LLC and Venture Management III, LLC, provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 Preferred Stock Purchase Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.

Limitation on Sale. The Company covenants until the completion of ------------------ an ------------------ underwritten public offering pursuant to an effective registration statement under the Securities Act, covering the initial offer and sale of Common Stock for the account of the Company to the public with aggregate gross proceeds to the Company of not less than Fifteen Million Dollars ($15,000,000) (the "IPO") not to issue or sell any shares of Series C Preferred Stock, Series D Preferred Stock, Series C-1 Preferred Stock or Series D-1 Preferred Stock to any investor at a more favorable price or upon more favorable terms (including rights, preferences, privileges and restrictions) than those set forth in the Company's Amended and Restated Certificate of Incorporation, this Agreement and the Series C-1 Preferred Stock Purchase Agreement, and the Amended and Restated Stockholder Rights Agreement without the prior written consent of the Investor. Notwithstanding the foregoing, the Company expressly reserves the right to sell shares of its Series C Preferred Stock and/or Series D Preferred Stock without the prior written consent of Investor, provided that such shares shall not have been sold or issued by the Company at a more favorable price or on more favorable terms (other than the existence of voting rights) than those which are reflected in this Agreement, the Series C-1 Preferred Stock Purchase X- 0 Xxxxxxxxx Xxxxx Xxxxxxxx Agreement, the Amended and Restated Stockholder Rights and the Amended and Restated Certificate of Incorporation.