Common use of Notices; Pro Rata Rights Clause in Contracts

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor written notice (the "First Notice") of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 days after receipt of the First Notice, the Investor shall give the Company written notice (the "Investor Notice") of its intention to purchase or obtain, at the price and on the terms specified in the Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. In addition, the Investor Notice shall state whether an Investor wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor that purchases its Pro Rata Share of the New Securities (a "Fully-Exercising Investor") of the amount of New Securities, if any, that other Investors do not elect to purchase in response to the First Notice (the "Second Notice"). Each Fully-Exercising Investor shall notify the Company within 15 days of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors of the total number of unsubscribed shares available and provide the Fully-Exercising Investors with an allocation of the unsubscribed shares based on the number of shares of Common Stock (assuming conversion of all Preferred Stock into Common Stock) held by each Fully- Exercising Investor.

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor written notice (the "First NoticeFIRST NOTICE") of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 days after receipt of the First Notice, the Investor shall give the Company written notice (the "Investor NoticeINVESTOR NOTICE") of its intention to purchase or obtain, at the price and on the terms specified in the Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. The Investor Notice shall be deemed a binding offer to purchase the number of New Securities set forth therein. In addition, the Investor Notice shall state whether an Investor wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor that purchases its Pro Rata Share of the New Securities (a "Fully-Exercising InvestorFULL EXERCISING INVESTOR") of the amount of New Securities, if any, that other Investors do not elect to purchase in response to the First Notice (the "Second NoticeSECOND NOTICE"). Each Fully-Exercising Investor shall notify the Company within 15 10 days of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors Investor of the total number of unsubscribed shares available and provide the Fully-Exercising Investors Investor with an allocation of the unsubscribed shares based on the number of shares of Common Stock (assuming conversion of all Preferred Stock into Common Stock) held by each Fully- Fully-Exercising Investor.

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor Major Stockholder holding the number of shares set forth in Section 4.1, written notice (the "First Notice") of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 fifteen (15) days after receipt of the First Notice, the Investor Major Stockholder shall give the Company written notice (the "Investor Stockholder Notice") of its intention to purchase or obtain, at the price and on the terms specified in the Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. In addition, the Investor Stockholder Notice shall state whether an Investor a Major Stockholder wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor Major Stockholder that purchases its Pro Rata Share of the New Securities (a "Fully-Exercising Investor") of the amount of New Securities, if any, that other Investors Major Stockholders or Subordinated Warrant Holders entitled to participate therein pursuant to Section 8 hereof do not elect to purchase in response to the First Notice (the "Second Notice"). Each Fully-Exercising Investor shall notify the Company within 15 five (5) days of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors of the total number of unsubscribed shares available and provide the Fully-Fully- Exercising Investors with an allocation of the unsubscribed shares based on the number of shares of Common Stock (assuming conversion of all Preferred Stock into Common Stock) held by each Fully- Fully-Exercising Investor.

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor Major Stockholder holding the number of shares set forth in Section 4.1, written notice (the "First NoticeFIRST NOTICE") of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 fifteen (15) days after receipt of the First Notice, the Investor Major Stockholder shall give the Company written notice (the "Investor NoticeSTOCKHOLDER NOTICE") of its intention to purchase or obtain, at the price and on the terms specified in the Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. In addition, the Investor Stockholder Notice shall state whether an Investor a Major Stockholder wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor Major Stockholder that purchases its Pro Rata Share of the New Securities (a "FullyFULLY-Exercising InvestorEXERCISING INVESTOR") of the amount of New Securities, if any, that other Investors Major Stockholders or Subordinated Warrant Holders entitled to participate therein pursuant to Section 8 hereof do not elect to purchase in response to the First Notice (the "Second NoticeSECOND NOTICE"). Each Fully-Exercising Investor shall notify the Company within 15 five (5) days of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors of the total number of unsubscribed shares available and provide the Fully-Fully- Exercising Investors with an allocation of the unsubscribed shares based on the number of shares of Common Stock (assuming conversion of all Preferred Stock into Common Stock) held by each Fully- Fully-Exercising Investor.

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor Purchaser written notice (the "First Notice") of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 3 days after receipt of the First Notice, the Investor each Purchaser shall give the Company written notice (the "Investor Purchaser Notice") of its intention to purchase or obtain, at the price and on the terms specified in the First Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. In addition, the Investor each Purchaser Notice shall state whether an Investor a Purchaser wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor Purchaser that purchases its Pro Rata Share of the New Securities (a "Fully-Exercising InvestorPurchaser") of the amount of New Securities, if any, that other Investors Purchasers do not elect to purchase in response to the First Notice (the "Second Notice"). Each Fully-Exercising Investor Purchaser shall notify the Company within 15 days 24 hours of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors Purchasers of the total number of unsubscribed shares available and provide the Fully-Exercising Investors Purchasers with an allocation of the unsubscribed shares based on the number of shares of Common Stock (assuming conversion of all Preferred Stock into Common Stock) held by each Fully- Fully-Exercising InvestorPurchaser.

Notices; Pro Rata Rights. In the event that the Company proposes to issue New Securities, it shall give each such Investor written notice (the "“First Notice"”) of its intention, describing the type of New Securities, the price, and the general terms upon which the Company proposes to issue the same. Within 20 15 days after receipt of the First Notice, the each Investor shall give the Company written notice (the "“Investor Notice"”) of its intention to purchase or obtain, at the price and on the terms specified in the Notice, a number of shares equal to or less than its Pro Rata Share of the New Securities. In addition, the Investor Notice shall state whether an Investor wishes to purchase more than its Pro Rata Share of the New Securities. The Company shall promptly give written notice to each Investor that purchases its Pro Rata Share of the New Securities (a "“Fully-Exercising Investor"”) of the amount of New Securities, if any, that other Investors do not elect to purchase in response to the First Notice (the "“Second Notice"”). Each Fully-Exercising Investor shall notify the Company within 15 days of receipt of the Second Notice if it would like to purchase any of the unsubscribed shares and indicate the maximum number of unsubscribed shares it would like to purchase. The Company shall inform the Fully-Exercising Investors Investor of the total number of unsubscribed shares available and provide the Fully-Exercising Investors Investor with an allocation of the unsubscribed shares based on available to each Fully-Exercising Investor. The allocation of unsubscribed shares for each Fully-Exercising Investor shall be determined by aggregating the number of shares equal to the Pro Rata Share of New Securities of all non-subscribing Investors, and multiplying such aggregate number of shares by a fraction, the numerator of which shall be the number of shares of Common Stock (assuming conversion of all Preferred Stock and securities convertible into Common Stock but not including options or warrants to acquire Common Stock) held by each Fully- such Fully-Exercising Investor, and the denominator of which shall be the aggregate number of shares of Common Stock (assuming conversion of all Preferred Stock and securities convertible into Common Stock but not including options or warrants to acquire Common Stock) held by all Fully-Exercising Investors.