Common use of Other Sales Clause in Contracts

Other Sales. During the pendency of any Placement Notice given hereunder, and during the Prospectus Delivery Period, the Company shall provide BTIG notice as promptly as reasonably possible before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes of any shares of Common Stock (other than Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common Stock, or warrants or any rights to purchase or acquire Common Stock; provided, however, that such notice shall not be required in connection with the (i) issuance, grant or sale of Common Stock, options to purchase Common Stock, restricted stock units or stock awards, or Common Stock issuable upon the exercise of options or the exercise or vesting of other equity awards pursuant to any stock option, stock bonus or other stock or compensatory plan or arrangement of the Company described in the Prospectus, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIG, (iv) issuance or sale of Common Stock pursuant to any dividend reinvestment plan or direct stock purchase plan that the Company may adopt from time to time, provided the implementation of such is disclosed to BTIG in advance, or (v) issuance or sale of Common Stock, or securities convertible into or exchangeable for Common Stock, in an amount that is immaterial relative to the Company’s market capitalization, offered and sold in a privately negotiated transaction to vendors, customers, strategic partners or potential strategic partners or other investors and conducted in a manner so as not to be integrated with the offering of Shares hereby.

Other Sales. During the pendency of any Placement Notice given hereunder, hereunder and during the Prospectus Delivery Period, the Company shall provide BTIG notice as promptly as reasonably possible before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes of any shares of Common Stock (other than Placement Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common Stock, or warrants or any rights to purchase or acquire Common Stock; provided, however, that such notice shall not be required in connection with the (i) issuance, grant or sale of Common Stock, options to purchase Common Stock, restricted stock units or stock awards, or Common Stock issuable upon the exercise of options or the exercise or vesting of other equity awards pursuant to any stock option, stock bonus or other stock or compensatory plan or arrangement of the Company described in the Prospectus, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIG, or (iv) issuance or sale of Common Stock pursuant to any dividend reinvestment plan or direct stock purchase plan that the Company may adopt from time to time, provided the implementation of such is disclosed to BTIG in advance, or (v) issuance or sale of Common Stock, or securities convertible into or exchangeable for Common Stock, in an amount that is immaterial relative to the Company’s market capitalization, offered and sold in a privately negotiated transaction to vendors, customers, strategic partners or potential strategic partners or other investors and conducted in a manner so as not to be integrated with the offering of Shares hereby.

Other Sales. During the pendency of any Placement Notice given hereunder, and during the Prospectus Delivery Period, the Company shall provide BTIG the Agents notice as promptly as reasonably possible at least two business days before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes of any shares of Common Stock (other than Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common Stock, or warrants or any rights to purchase or acquire Common Stock; provided, however, that such notice shall not be required in connection with the (i) issuance, grant or sale of Common Stock, options to purchase Common Stock, restricted stock units or stock awards, or Common Stock issuable upon the exercise of options or the exercise or vesting of other equity awards pursuant to any stock option, stock bonus or other stock or compensatory plan or arrangement of the Company described in the Prospectus, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIGthe Agents, (iviii) issuance or sale of Common Stock pursuant to any dividend reinvestment plan or direct stock purchase plan that of the Company may adopt from time to time, provided described in the implementation of such is disclosed to BTIG in advanceRegistration Statement and the Prospectus, or (viv) issuance or sale of Common Stock, or securities convertible into or exchangeable for Common Stock, in an amount that is immaterial relative to the Company’s market capitalization, offered and sold in a privately negotiated transaction to vendors, customers, strategic partners or potential strategic partners or other investors and conducted in a manner so as not to be integrated with the offering of Shares hereby.

Other Sales. During the pendency of any Placement Notice given hereunder, and during the Prospectus Delivery Period, the Company shall provide BTIG notice as promptly as reasonably possible before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes dispose of any shares of Common Stock (other than the Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common Stock, or warrants or any rights to purchase or acquire acquire, Common Stock; provided, however, that such notice shall will not be required in connection with the (i) Company’s issuance, grant or sale of (i) Common Stock, options to purchase Common Stock, restricted stock units or stock awardsother equity awards to acquire Common Stock, or Common Stock issuable upon the exercise or vesting of options or the exercise or vesting of other equity awards awards, pursuant to any stock optionemployee or director equity awards or benefits plan, stock bonus or other stock or compensatory ownership plan or arrangement dividend reinvestment plan (but not Common Stock subject to a waiver to exceed plan limits in its dividend reinvestment plan) of the Company described whether now in the Prospectuseffect or hereafter implemented, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock issuable upon conversion of securities or the exercise or vesting of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIG, BTIG and (iviii) issuance or sale of Common Stock pursuant to any dividend reinvestment plan or direct stock purchase plan that the Company may adopt from time to time, provided the implementation of such is disclosed to BTIG in advance, or (v) issuance or sale of Common Stock, or securities convertible into or exchangeable for shares of Common StockStock as consideration for mergers, in an amount that is immaterial relative to the Company’s market capitalizationacquisitions, other business combinations or strategic alliances, or offered and sold in a privately negotiated transaction to vendors, customers, lenders, investors, strategic partners or potential strategic partners or other investors and conducted in a manner so as partners, occurring after the date of this Agreement which are not to be integrated with the offering of Shares herebyissued primarily for capital raising purposes.

Other Sales. During the pendency of any Placement Notice given hereunder, and during the Prospectus Delivery Period, the Company shall provide BTIG notice as promptly as reasonably possible before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes of any shares of Common Stock Shares (other than Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common StockShares, or warrants or any rights to purchase or acquire Common StockShares; provided, however, that such notice shall not be required in connection with the (i) issuance, grant or sale of Common StockShares, options to purchase Common StockShares, restricted stock units or stock awards, or Common Stock Shares issuable upon the exercise of options or the exercise or vesting of other equity awards pursuant to any stock option, stock bonus or other stock or compensatory plan or arrangement of the Company described in the Prospectus, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock Shares upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIG, (iv) issuance or sale of Common Stock Shares pursuant to any dividend reinvestment plan or direct stock purchase plan that the Company may adopt from time to time, provided the implementation of such is disclosed to BTIG in advance, or (v) issuance or sale of Common StockShares, or securities convertible into or exchangeable for Common StockShares, in an amount that is immaterial relative to the Company’s market capitalization, offered and sold in a privately negotiated transaction to vendors, customers, strategic partners or potential strategic partners or other investors and conducted in a manner so as not to be integrated with the offering of Shares hereby.

Other Sales. During the pendency of any Placement Notice given hereunder, and during the Prospectus Delivery Period, the Company shall provide BTIG notice as promptly as reasonably possible before it offers to sell, contracts to sell, sells, grants any option to sell or otherwise disposes of any shares of Common Stock Shares (other than Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for Common StockShares, or warrants or any rights to purchase or acquire Common StockShares; provided, however, that such notice shall not be required in connection with the (i) issuance, grant or sale of Common StockShares, options to purchase Common StockShares, restricted stock units or stock awards, or Common Stock Shares issuable upon the exercise of options or the exercise or vesting of other equity awards pursuant to any stock option, stock bonus or other stock or compensatory plan or arrangement of the Company described in the Prospectus, (ii) issuance of securities in connection with an acquisition, merger or sale or purchase of assets described in the Prospectus, (iii) issuance or sale of Common Stock Shares upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding, and disclosed in filings by the Company available on XXXXX or otherwise in writing to BTIG, (iv) issuance or sale of Common Stock Shares pursuant to any dividend reinvestment plan or direct stock purchase plan that the Company may adopt from time to time, provided the implementation of such is disclosed to BTIG in advance, or (v) issuance or sale of Common StockShares, or securities convertible into or exchangeable for Common StockShares, in an amount that is immaterial relative to the Company’s 's market capitalization, offered and sold in a privately negotiated transaction to vendors, customers, strategic partners or potential strategic partners or other investors and conducted in a manner so as not to be integrated with the offering of Shares hereby.