Common use of Limited Ownership Clause in Contracts

Limited Ownership. The purchase of the Shares and Warrants issuable to such Purchaser at the Closing will not result in such Purchaser (individually or together with any other person or entity with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, in excess of 4.99% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. Such Purchaser does not presently intend to, along or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other persons or entities have) acquired, or obtained the right to acquire, as a result of the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.99% of the outstanding shares of Common Stock or the voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. For purposes of clarity, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a “group”, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. The Company acknowledges and agrees that the representations contained in this Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions contemplated hereby. Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future.

Limited Ownership. The (1) With respect to the Closing, the purchase by the Purchaser of the Shares and Warrants Securities issuable to such Purchaser it at the Closing (including the Underlying Shares of Common Stock that would be issuable upon conversion of the Initial Debentures) will not result in such the Purchaser (individually or together with any other person or entity Person with whom such the Purchaser has identified, or will have identified, itself as part of a “"group” " in a public filing made with the Commission involving the Company’s 's securities) acquiring, or obtaining the right to acquire, in excess of 4.99% of the outstanding when added to other shares of Common Stock that it or such Persons own or have the right to acquire, in excess of 19.999% of the Common Stock or the voting power of the Company on a post-post transaction basis that assumes that the Closing (but not the Additional Closing) shall have occurred. Such This representation only covers the point in time immediately after the Closing and does not cover any securities acquired by the Purchaser following the Closing. The Purchaser does not presently intend to, along alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other persons or entities Persons have) acquired, or obtained the right to acquire, as a result of the Closing (but not the Additional Closing) (when added to any other securities of the Company that it or they then own or have the right to acquire, other than Additional Shares or Underlying Shares issuable in respect of Additional Debentures which may become issuable at the Additional Closing, if any), in excess of 19.999% of the Common Stock or the voting power of the Company on a post transaction basis that assumes that the Closing (but not the Additional Closing) shall have occurred. (2) With respect to the Additional Closing, the purchase by the Purchaser of the Securities issuable to it at the Additional Closing (including the Underlying Shares of Common Stock that would be issuable upon conversion of the Additional Debentures to be issued to it at the Additional Closing as well as any Underlying Shares of Common Stock that would be issuable upon conversion of Initial Debentures then held by such Purchaser) will not result in the Purchaser (individually or together with other Person with whom the Purchaser has identified, or will have identified prior to the Additional Closing, itself as part of a "group" in a public filing made with the Commission involving the Company's securities) acquiring, or obtaining the right to acquire, when added to the other shares of Common Stock that it or such Persons own or have the right to acquire, in excess of 19.999% of the Common Stock or the voting power of the Company on a post transaction basis that assumes that the Additional Closing shall have occurred. This representation only covers the point in time immediately after the Additional Closing and does not cover any securities acquired by the Purchaser following the Additional Closing. The Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of the Additional Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.9919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post-post transaction basis that assumes that the Additional Closing shall have occurred. For purposes of clarity, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a “group”, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. The Company acknowledges and agrees that the Purchaser has not and does not make any representations contained or warranties with respect to the transactions contemplated hereby other than those specifically set forth in this Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions contemplated hereby. Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future3.2.

Limited Ownership. The purchase of the Shares and Warrants issuable to such Purchaser at the Closing will not result in such Purchaser (individually or together with any other person or entity with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, in excess of 4.99% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. Such Purchaser does not presently intend to, along or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other persons or entities have) acquired, or obtained the right to acquire, as a result of the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.99% of the outstanding shares of Common Stock or the voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. For purposes of clarity, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a “group”, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. Notwithstanding anything herein to the contrary, this Section 3.2(g) shall not apply to any Pre-Existing 5% Stockholder. The Company acknowledges and agrees that the representations contained in this Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions transaction contemplated hereby. Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future.

Limited Ownership. The purchase of the Shares and Warrants issuable to such Purchaser at the Closing will not result in such Purchaser (individually or together with any other person or entity with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, in excess of 4.994.999% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. Such Purchaser does not presently intend to, along or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other persons or entities have) acquired, or obtained the right to acquire, as a result of the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.994.999% of the outstanding shares of Common Stock or the voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. For purposes of clarityIn this connection, without limitation, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a “group”, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. Notwithstanding anything herein to the contrary, such Purchaser may indicate on its signature page hereto that its ownership will exceed such limitations set forth hereunder, provided that in no event shall such Purchaser exceed 9.999% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. In this connection, without limitation, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a group, to report the beneficial ownership of 10% or more of the outstanding shares of Common Stock on a Schedule 13G or Schedule 13D as a result of the purchase of Shares by the Purchaser pursuant hereto. The Company acknowledges and agrees that the representations contained in this Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions transaction contemplated hereby. Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future.

Limited Ownership. The purchase of the Shares and Warrants Securities issuable to such each Purchaser at the Closing will not result in such Purchaser (individually or together with any other person or entity with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission SEC involving the Company’s securities) acquiring, or obtaining the right to acquire, in excess of 4.9919.999% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. Such Purchaser does not presently intend to, along or together with others, make a public filing with the Commission SEC to disclose that it has (or that it together with such other persons or entities have) acquired, or obtained the right to acquire, as a result of the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.9919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. For purposes of clarityPRIOR TO THE TERMINATION OF REGISTRATION RIGHTS SET FORTH IN THIS AGREEMENT FOR ALL PURCHASERS HEREUNDER, the Purchaser or any Affiliate of the Purchaser will not be requiredSUCH PURCHASER WILL NOT, by itself or as part of a “group”ALONG OR TOGETHER WITH OTHERS, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. The Company acknowledges and agrees that the representations contained in this Section 3.2 shall not modifyACQUIRE, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions contemplated hereby. Notwithstanding the foregoingOR OBTAIN THE RIGHT TO ACQUIRE, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the futureIN EXCESS OF 19.999% OF THE OUTSTANDING SHARES OF COMMON STOCK OR THE VOTING POWER OF THE COMPANY.

Limited Ownership. The purchase of the Shares and Warrants Securities issuable to such each Purchaser at the Closing will not result in such Purchaser (individually or together with any other person or entity with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, in excess of 4.9919.999% of the outstanding shares of Common Stock or voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. Such Purchaser does not presently intend to, along or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other persons or entities have) acquired, or obtained the right to acquire, as a result of the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), in excess of 4.9919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post-transaction basis that assumes that the Closing shall have occurred. For purposes of clarity, the Purchaser or any Affiliate of the Purchaser will not be required, by itself or as part of a “group”, to file a Schedule 13G or Schedule 13D as a result of the purchase of Shares and Warrants by the Purchaser pursuant hereto. The Company acknowledges and agrees that the representations contained in this Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transactions contemplated hereby. Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future.