Common use of Notice and Allocation Periods Clause in Contracts

Notice and Allocation Periods. If the Company or, when applicable, its subsidiary, proposes to undertake a bonafide issuance of New Securities, then it shall give the Offeree written notice of its intention, describing the type of New Securities, the price, the number of shares to be offered, and the general terms upon which such securities are proposed to be offered. Offeree shall be given at least 20 days' prior written notice within which to agree to purchase all or any part of its Pro Rata Share (as hereinafter defined) of such issuance of New Securities for the price and upon the general terms specified in said notice by giving written notice to the issuer within such period and stating therein the quantity of New Securities to be purchased by it. "Pro Rata Share" shall mean, with respect to Offeree, that portion of the number of shares of New Securities proposed to be issued which equals the proportion that (a) the number of shares of Common Stock held by the Offeree immediately prior to the proposed issuance, plus the number of shares of Common Stock which would then be issuable to the Offeree assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged, bears to (b) the total number of shares of Common Stock issued and outstanding immediately prior to the proposed issuance, assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged.

Notice and Allocation Periods. If the Company Issuer or, when ----------------------------- applicable, its subsidiary, proposes to undertake a bonafide bona fide issuance of New Securities, then it shall give the Offeree Purchaser written notice of its intention, describing the type of New Securities, the price, the number of shares to be offered, and the general terms upon which such securities are proposed to be offered. Offeree The Purchaser shall be given at least 20 days' prior written notice within which to agree to purchase all or any part of its Pro Rata Share (as hereinafter defined) of such issuance of New Securities for the price and upon the general terms specified in said notice by giving written notice to the issuer within such period and stating therein the quantity of New Securities to be purchased by it. "Pro Rata Share" shall mean, with respect to Offeree, mean that portion of the number of shares of New Securities proposed to be issued which that equals the proportion that (a) the number of shares of Common Stock common stock held by the Offeree Purchaser immediately prior to the proposed issuance, plus the number of shares of Common Stock which common stock that would then be issuable to the Offeree Purchaser assuming that all securities of the Company convertible into or exchangeable for Common Stock Warrant had been converted or exchangedfully exercised, bears to (b) the total number of shares of Common Stock common stock issued and outstanding immediately prior to the proposed issuance, assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged.

Notice and Allocation Periods. For purposes of this Section 8.3, the Investor shall be deemed to own the number of shares of Common Stock theretofore issued upon exercise of the Warrants plus the number of shares of Common Stock then underlying the Warrants. If the Company or, when applicable, its subsidiary, proposes to undertake a bonafide bona fide issuance of New Securities, then it shall give the Offeree written notice of its intention, describing the type of New Securities, the price, the number of shares to be offered, and the general terms upon which such securities are proposed to be offered. Offeree shall be given at least 20 days' prior written notice within which to agree to purchase all or any part of its Pro Rata Share (as hereinafter defined) of such issuance of New Securities for the price and upon the general terms specified in said notice by giving written notice to the issuer within such period and stating therein the quantity of New Securities to be purchased by it. "Pro Rata Share" shall mean, with respect to the Offeree, that portion of the number of shares of New Securities proposed to be issued which that equals the proportion that (a) the number of shares of Common Stock held by the Offeree immediately prior to the proposed issuance, plus the number of shares of Common Stock which that would then be issuable to the Offeree assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged, bears to (b) the total number of shares of Common Stock issued and outstanding immediately prior to the proposed issuance, assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged.

Notice and Allocation Periods. If the Company Issuer or, when applicable, its subsidiary, proposes to undertake a bonafide bona fide issuance of New Securities, then it shall give the Offeree Purchaser written notice of its intention, describing the type of New Securities, the price, the number of shares to be offered, and the general terms upon which such securities are proposed to be offered. Offeree The Purchaser shall be given at least 20 days' prior written notice within which to agree to purchase all or any part of its Pro Rata Share (as hereinafter defined) of such issuance of New Securities for the price and upon the general terms specified in said notice by giving written notice to the issuer within such period and stating therein the quantity of New Securities to be purchased by it. "Pro Rata Share" shall mean, with respect to Offeree, mean that portion of the number of shares of New Securities proposed to be issued which that equals the proportion that (a) the number of shares of Common Stock common stock held by the Offeree Purchaser immediately prior to the proposed issuance, plus the number of shares of Common Stock which common stock that would then be issuable to the Offeree Purchaser assuming that all securities of the Company convertible into or exchangeable for Common Stock Warrant had been converted or exchangedfully exercised, bears to (b) the total number of shares of Common Stock common stock issued and outstanding immediately prior to the proposed issuance, assuming that all securities of the Company convertible into or exchangeable for Common Stock had been converted or exchanged.

Notice and Allocation Periods. If the Company or, when applicable, its subsidiary, proposes to undertake a bonafide bona fide issuance of New Securities, then it shall give the Offeree Purchaser written notice of its intention, describing the type of New Securities, the price, the number of shares to be offered, and the general terms upon which such securities are proposed to be offered. Offeree The Purchaser shall be given at least 20 days' prior written notice within which to agree to purchase all or any part of its Pro Rata Share (as hereinafter defined) of such issuance of New Securities for the price and upon the general terms specified in said notice by giving written notice to the issuer within such period and stating therein the quantity of New Securities to be purchased by it. "Pro Rata Share" shall mean, with respect to Offeree, mean that portion of the number of shares of New Securities proposed to be issued which that equals the proportion that (a) the number of shares of Common Stock common stock held by the Offeree Purchaser immediately prior to the proposed issuance, plus the number of shares of Common Stock which common stock that would then be issuable to the Offeree Purchaser assuming that all securities of the Company convertible into or exchangeable for Common Stock Warrant had been converted or exchangedfully exercised, bears to (b) the total number of shares of Common Stock common stock issued and outstanding immediately prior to the proposed issuance, assuming that all securities of the Company convertible into or exchangeable for Common Stock common stock had been converted or exchanged.