Common use of Other Financings Clause in Contracts

Other Financings. The Company covenants and agrees that it ----------------- will not, without the prior written consent of Investor, enter into any subsequent or further offer or sale of Common Stock or securities convertible into Common Stock with any third party until the later of (a) July 31, 2002 or (b) the expiration of the Commitment Period (the "Restrictive Period"), other ------------------ than as agreed to in writing by the parties; provided, however, that during the Restrictive Period, the Company shall be entitled to issue equity securities to strategic partners and/or in connection with mergers or acquisitions in which the Company is the surviving entity, so long as such securities are "restricted securities" pursuant to Rule 144 of the Securities Act.

Other Financings. The Company covenants and agrees that it ----------------- will not, without the prior written consent of Investor, enter into any subsequent or further offer or sale of Common Stock or securities convertible into Common Stock with any third party until the later of (a) July 31January 26, 2002 or (b) the expiration of the Commitment Period (the "Restrictive PeriodRESTRICTIVE PERIOD"), other ------------------ than as agreed to in writing by the parties; provided, however, that during the Restrictive Period, the Company shall be entitled to issue equity securities to strategic partners and/or in connection with mergers or acquisitions in which the Company is the surviving entity, so long as such securities are "restricted securities" pursuant to Rule 144 of the Securities Act.

Other Financings. The Company covenants and agrees that it ----------------- will not, without the prior written consent of Investor, enter into any subsequent or further offer or sale of Common Stock or securities convertible into Common Stock with any third party until the later of (a) July 31March 30, 2002 or (b) the expiration of the Commitment Period (the "Restrictive Period"), other ------------------ than as agreed to in writing by the parties; provided, however, that during the Restrictive Period, the Company shall be entitled to issue equity securities in connection with employee stock option and warrant plans (which may be "registered securities" or "restricted securities") and to strategic partners and/or in connection with mergers or acquisitions in which the Company is the surviving entity, so long as such securities are "restricted securities" pursuant to Rule 144 of the Securities Act.