Common use of Limitations on Short Sales Clause in Contracts

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. The Purchasers agree, severally and not jointly, Each Purchaser agrees that they 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 Debenture have been converted and all of the Warrants have been exercisedsuch Purchaser no longer holds any Preferred Stock. For purposes of this Section 3.2(h)4.15, 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, all Underlying Shares issued and held by such Purchaser, Underlying Shares underlying up to $50,000 aggregate Stated Value of Preferred Stock that have has not yet been converted pursuant to the Debenture and Underlying Shares 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 up to $50,000 aggregate Stated Value of Preferred Stock assuming such holder converted all the outstanding principal amount of the Debenture such Stated Value on such datedate notwithstanding any limitations therein, and (ii) the number of Underlying Shares issuable pursuant to the WarrantWarrant notwithstanding any limitations therein.

Limitations on Short Sales. The Purchasers agree, severally and not jointly, Each Purchaser agrees that they 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 Second Vesting Date (as defined in the Warrants) except to the extent such Short Sales are in compliance with the limitations on sales of the Debenture have been converted and all of the Warrants have been exercisedCommon Stock set forth in Section 3.16. For purposes of this Section 3.2(h)3.17, a "Short Sale" by any 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 such the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by the Purchasersa Purchaser, Underlying Warrant Shares that have not yet been converted pursuant to the Debenture and that have not yet been issued upon on exercise of the Warrant Warrants shall be deemed to be held long by the PurchasersPurchaser, and the amount number of shares Warrant Shares then held by a Purchaser on any particular date of Common Stock held in a long position computation shall be equal to (i) the number of Underlying Warrant Shares then issuable pursuant to the Debenture assuming such holder converted all the outstanding principal amount on exercise of the Debenture on Warrant held by such datePurchaser, and (ii) to the extent the Warrant is not fully exercisable on the date of computation, the number of Underlying Warrant Shares that would be issuable pursuant to on exercise in full of the WarrantWarrant if each Vesting Date (as defined in the Warrants) that has not then occurred had occurred on such date of computation.

Limitations on Short Sales. The Purchasers agree, severally and not jointly, Each Purchaser agrees that they 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 150th day following the Debenture have been converted and all of the Warrants have been exercisedClosing Date. For purposes of this Section 3.2(h)3.14, a "Short Sale" by any a Purchaser shall mean a sale of Common Stock by such Purchaser that is marked as a short sale sale, at a price that is less than 90% of the then current market price of the Common Stock and that is made at a time when there is no equivalent offsetting long position in Common Stock held by such the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by a Purchaser, up to 50% of the Purchasers, Underlying Warrant Shares that have not yet been converted issued 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 PurchasersPurchaser, and the amount number Warrant Shares then held by a Purchaser on any particular date of shares of Common Stock held in a long position computation shall be equal to the number of Underlying Warrant Shares issuable pursuant to the Debenture Warrant assuming such holder converted exercised all of the outstanding principal amount of the Debenture Warrant Shares on such date, and (ii) the number of Underlying Shares issuable pursuant to the Warrant.

Limitations on Short Sales. The Purchasers agreeEach Purchaser, severally and not jointly, agrees that they will it shall not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date date hereof and ending on the date that all of the Debenture such Purchaser’s shares of Debentures have been converted and all of the Warrants have been exercisedconverted. For purposes of this Section 3.2(h)4.15, 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 from the Debenture Debentures of such Purchaser 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 upon conversion of such Purchaser’s Debentures assuming such holder converted all the outstanding principal amount of the Debenture its Debentures on such date, and (ii) the number of Underlying Shares issuable pursuant to the Warrant.