Common use of Over-Allotment Clause in Contracts

Over-Allotment. No later than seven (7) days following the expiration of the Pre-emptive Exercise Period, the Company shall notify each Pre-emptive Stockholder in writing of the number of Additional Company Shares that each Pre-emptive Stockholder has agreed to purchase (including, for the avoidance of doubt, where such number is zero) (the “Over-allotment Notice”). Each Pre-emptive Stockholder exercising its rights to purchase its pro rata share of the Additional Company Shares in full (an “Exercising Pre-emptive Stockholder”) shall have a right of over-allotment such that if any other Pre-emptive Stockholder has failed to exercise its right under this Section 4.03, or any other stockholder of the Company having pre-emptive rights to purchase Company Shares in such transaction has failed, to purchase its pro rata share of the Additional Company Shares in full (each, a “Non-Exercising Pre-emptive Stockholder”), such Exercising Pre-emptive Stockholder may purchase its pro rata share (computed on the basis of the Exercising Pre-emptive Stockholders and other stockholders of the Company who choose to purchase in the over-allotment in proportion to their pro rata share of the Additional Company Shares, and otherwise so that one hundred percent (100%) of the over-allotment may be subscribed for and purchased by the Exercising Pre-emptive Stockholders and such other stockholders) of such Non-Exercising Pre-emptive Stockholders’ unsubscribed for allotment, by giving notice to the Company within ten (10) Business Days of receipt of the Over-allotment Notice (the “Over-allotment Exercise Period”).

Over-Allotment. No later than seven five (75) days Business Days following the expiration of the Pre-emptive Exercise Period, the Company shall notify give written notice (the “Over-allotment Notice”) to each Pre-emptive Stockholder in writing of specifying the number of Additional Company Shares New Securities that each Pre-emptive Stockholder has agreed to purchase (including, for the avoidance of doubt, where such number is zero) and the aggregate number of remaining New Securities, if any, not elected to be purchased by the Pre-emptive Stockholders pursuant to Section 3.01(c) (the “Over-allotment NoticeRemaining New Securities”). Each Pre-emptive Stockholder exercising its rights to purchase its pro rata share Pre-emptive Pro Rata Portion of the Additional Company Shares New Securities in full (an a “Fully Exercising Pre-emptive Stockholder”) shall have a right of over-allotment such that if there are any other Pre-emptive Stockholder has failed to exercise its right under this Section 4.03, or any other stockholder of the Company having pre-emptive rights to purchase Company Shares in such transaction has failed, to purchase its pro rata share of the Additional Company Shares in full (each, a “Non-Exercising Pre-emptive Stockholder”)Remaining New Securities, such Fully Exercising Pre-emptive Stockholder may purchase all or any portion of its pro rata share (computed portion of the Remaining New Securities, based on the basis of the Exercising relative Pre-emptive Stockholders and other stockholders Pro Rata Portions of the Company who choose to purchase in the over-allotment in proportion to their pro rata share of the Additional Company Shares, and otherwise so that one hundred percent (100%) of the over-allotment may be subscribed for and purchased by the Exercising Pre-emptive Stockholders and such other stockholders) of such Non-all Fully Exercising Pre-emptive Stockholders’ unsubscribed for allotment, . Each Fully Exercising Pre-emptive Stockholder shall elect to purchase its allotment of Remaining New Securities by giving written notice to the Company specifying the number of Remaining New Securities it desires to purchase within ten five (105) Business Days of receipt of the Over-allotment Notice (the “Over-allotment Exercise Period”).