Limitations on Short Sales. The Purchasers agree, severally and not jointly, that they will not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the date that all of the Debenture have been converted and all of the Warrants have been exercised. For purposes of this Section 3.2(h), a "Short Sale" by any Purchaser shall mean a sale of Common Stock by such Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by such Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by the Purchasers, Underlying Shares that have not yet been converted pursuant to the Debenture and that have not yet been issued upon exercise of the Warrant shall be deemed to be held long by the Purchasers, and the amount of shares of Common Stock held in a long position shall be the number of Underlying Shares issuable pursuant to the Debenture assuming such holder converted all the outstanding principal amount of the Debenture on such date, and (ii) the number of Underlying Shares issuable pursuant to the Warrant.
Limitations on Short Sales. Each Purchaser represents that it has not entered into any Short Sales (as hereinafter defined) following their introduction by H.C. Wainwright Co. Inc. to the Company from the date of such intxxxxxxxxx xxxxxgh the Initial Closing Date in connection with the sale of Common Stock contemplated herein. Furthermore, each Purchaser agrees that it will not enter into any Short Sales for the period commencing on the Initial Closing Date and ending on the date which all of the Preferred Shares have been converted and all of the Warrants have been exercised and such Conversion Shares and Warrant Shares are covered by the Registration Statement (as defined in the Registration Rights Agreement). For purposes of this Section 2.2(m), a "Short Sale" by a Purchaser shall mean a sale of Common Stock by a Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by such Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by a Purchaser, Conversion Shares that have not yet been converted upon conversion of the Preferred Shares and Warrant Shares that have not yet been issued upon exercise of the Warrants shall be deemed to be held long by such Purchaser, and the amount of shares of Common Stock held in a long position shall be the number of Conversion Shares issuable upon conversion of the Preferred Shares assuming such holder converted all the outstanding principal amount of the Preferred Shares on such date and with respect to Warrant Shares, the number of Warrant Shares issuable upon exercise of the Warrants assuming such holder exercised all of the Warrants on such date.
Limitations on Short Sales. Each Purchaser agrees that it will not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the Third Vesting Date (as defined in the Adjustable Warrants). For purposes of this Section 3.14, a "Short Sale" by a Purchaser shall mean a sale of Common Stock by such Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by a Purchaser, Warrant Shares that have not yet been issued on exercise of the Warrants or vested pursuant to such Warrants shall be deemed to be held long by such Purchaser and the number of Warrant Shares then held by such Purchaser on any particular date of computation shall be equal to the sum of (i) the number of Warrant Shares then issuable upon exercise of the Closing Warrant held by such Purchaser and (ii) the number of Warrant Shares issuable pursuant to the Adjustable Warrant held by such Purchaser on the next Vesting Date (as defined in the Adjustable Warrants) calculated as if such Vesting Date occurred on the date of computation (whether or not then a Vesting Date) (e.g. using the lowest ten (10) Per Share Market Values during the forty (40) Trading Days immediately preceding such computation date), provided, that on and after the Third Vesting Date, such number shall equal the number of Warrant Shares that have vested on such Third Vesting Date. Each Purchaser agrees that it will not, directly or indirectly, individually or through any Affiliate, engage in any transaction which would be in violation of Regulation M promulgated under the Exchange Act with respect to transactions in the Underlying Shares.
Limitations on Short Sales. Until the Note(s) are no longer outstanding, the Purchasers agree that they shall not effect any Short Sales of the Common Stock which establish a net short position with respect to the Common Stock. Solely for purposes of determining whether the Purchasers has a “net short” position pursuant to this Section 4.19, the Purchasers shall be deemed the owner of all Conversion Shares and Warrant Shares underlying the outstanding Notes and Warrants.
Limitations on Short Sales. The Buyer and its Affiliates shall not engage in short sales of the Company's Common Stock.
Limitations on Short Sales. So long as no Event of Default (as defined in the Notes) has occurred and is continuing, neither the Purchasers nor their affiliates will undertake any special selling activities with respect to the Common Stock, which includes, without limitation, any short sale.
Limitations on Short Sales. The Purchaser agrees that it will not enter -------------------------- into any Short Sales (as defined below) from the period commencing on the Closing Date and ending on the second year anniversary of the Closing Date to the extent that a Short Sale on a Trading Day would exceed the greater of fifteen percent (15%) of (i) the trading volume of the Common Stock on such Trading Day and (ii) the average of the trading volume of the Common Stock for the five (5) Trading Days immediately preceding such Trading Day. For purposes of this Section 3.14, a "Short Sale" by the Purchaser shall mean a sale of Common Stock by the ---------- Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by the Purchaser, Underlying Shares that are issuable upon conversion of Debentures or exercise of the Warrants held by the Purchaser shall be deemed to be held long by the Purchaser.
Limitations on Short Sales. Each Purchaser agrees, severally and not jointly, that it will not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the date that all of the Debentures have been converted and all of the Warrants have been exercised. For purposes of this Section 3.2(h), a "SHORT Sale" by any Purchaser shall mean a sale of Common Stock by such Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by such Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by a Purchasers, in addition to shares of Common Stock held by such Purchaser, Underlying Shares that have not yet been converted pursuant to such Purchaser's Debenture and shares of Common Stock that have not yet been issued upon exercise of such Purchaser's warrants of the Company, including the Warrant, shall be deemed to be held long by such Purchaser.
Limitations on Short Sales. Each Purchaser agrees that it will not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the
Limitations on Short Sales. The Purchaser shall not enter into any Short Sales (as hereinafter defined) (or shall not cause or induce any of its affiliates (as defined in Rule 501 of the Securities Act) to enter into any Short Sales) from the period commencing on the Initial Closing Date and ending at the earlier of the date this Agreement is terminated and the end of the Commitment Period. For purposes of this Section 3.14, a "Short Sale" by the Purchaser shall mean a sale of Common Stock by the Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in the Common Stock held by the Purchaser, Draw Down Shares to be delivered pursuant to a Draw Down Notice but not yet delivered shall be deemed to be held long by the Purchaser as of the date of the applicable Draw Down Notice and the Warrant Shares underlying the Warrants shall be deemed to be held long by the Purchaser.
