Common use of Nature and Purchase of Securities Clause in Contracts

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [________] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and an aggregate of [________] pre-funded warrants (the “Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________] shares of Common Stock (the “Pre-Funded Warrant Shares”), together with Common Stock purchase warrants (the “Firm Warrants”) to purchase up to an aggregate of [________] shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), which shall have an exercise price of $[________], subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”). The Firm Shares, The Firm Warrant and the Pre-Funded Warrants are referred to herein as the “Firm Securities.”

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [________[ ] shares (each, a “Firm Share” and in the aggregate, the “Firm Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), and an aggregate of [________[ ] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, and in the aggregate, the “Firm Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________] shares purchase one share of Common Stock (the “Firm Pre-Funded Warrant Shares”)) at an exercise price of $[ ] until such time as the Pre-Funded Warrant is exercised in full, together with Common Stock purchase subject to adjustment as provided in the Pre-Funded Warrant, and an aggregate of [ ] warrants (each, a “Firm Warrant”, and in the aggregate, the “Firm Warrants”) to purchase up to an aggregate of [________] shares one share of Common Stock (the “Firm Common Stock Warrant Shares” and together with the Firm Pre-Funded Warrant Shares, the “Firm Warrant Shares”), which shall have ) at an exercise price of $[________][ ] for a period of five (5) years, subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”)Warrant. The Firm Shares, The Firm Warrant and the Pre-Funded Warrants and Firm Warrants are collectively referred to herein as the “Firm Securities”.”

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [________] 9,200,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and an aggregate of [________] 13,656,000 pre-funded warrants (the “Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________] 13,656,000 shares of Common Stock (the “Pre-Funded Warrant Shares”), together with Common Stock purchase warrants (the “Firm Warrants”) to purchase up to an aggregate of [________] 17,142,000 shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), which shall have an exercise price of $[________]2.80, subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”). The Firm Shares, The Firm Warrant and the Pre-Funded Warrants are referred to herein as the “Firm Securities.”

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, (a) an aggregate of [________*] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), and (b) an aggregate of [________*] pre-funded warrants (the “Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________*] shares of Common Stock (the “Pre-Funded Warrant Shares”), together with and (c) Common Stock purchase warrants (the “Firm Warrants” and together with the Option Warrants (as hereinafter defined), the “Warrant Agreement”) to purchase up to an aggregate of [________*] shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), which shall have an exercise price of $[________*], subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”). The Firm Shares, The the Firm Warrant Warrants and the Pre-Funded Warrants are referred to herein as the “Firm Securities.”

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, (a) an aggregate of [________*] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), and (b) an aggregate of [________*] pre-funded warrants (the “Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________*] shares of Common Stock (the “Pre-Funded Warrant Shares”), together with and (c) Common Stock purchase warrants (the “Firm Warrants” and together with the Option Warrants (as hereinafter defined), the “Warrant Agreement”) to purchase up to an aggregate of [________*] shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), which shall have an exercise price of $$ [________*], subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”). The Firm Shares, The the Firm Warrant Warrants and the Pre-Funded Warrants are referred to herein as the “Firm Securities.”

Nature and Purchase of Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, (a) an aggregate of [________*] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and (b) an aggregate of [________*] pre-funded warrants (the “Pre-Funded Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Pre-Funded Warrant Agreement”) exercisable into an aggregate of [________*] shares of Common Stock (the “Pre-Funded Warrant Shares”), together with and (c) Common Stock purchase warrants (the “Firm Warrants” and together with the Option Warrants (as hereinafter defined), the “Warrants”) in the form filed as an exhibit to the Registration Statement (as hereinafter defined) (the “Warrant Agreement”) to purchase up to an aggregate of [________*] shares of Common Stock (the “Common Warrant Shares” and together with the Pre-Funded Warrant Shares, the “Warrant Shares”), which shall have an exercise price of $[________*], subject to adjustment as provided in the Warrant Agent Agreement between the Company and Continental Stock Transfer & Trust Company as “Warrant Agent” (the “Warrant Agent Agreement”). The Firm Shares, The the Firm Warrant Warrants and the Pre-Funded Warrants are referred to herein as the “Firm Securities.”