Common use of Qualified Small Business Stock Clause in Contracts

Qualified Small Business Stock. The Company shall use commercially reasonable efforts to cause the shares of Series A Preferred Stock issued pursuant to that certain Series A Preferred Stock Purchase Agreement, dated as of June 28, 2017, by and between the Company and the purchasers listed on Exhibit A thereto, as amended, as well as any shares into which such shares are converted, within the meaning of Section 1202(f) of the Internal Revenue Code (the “Code”), to constitute “qualified small business stock” as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if the Board of Directors of the Company determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and the regulations promulgated thereunder. In addition, within twenty (20) business days after any Investor’s written request therefor, the Company shall, at its option, either (i) deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code.

Qualified Small Business Stock. The Company shall use commercially reasonable efforts to cause the shares of Series A Preferred Stock issued pursuant on or prior to June 28, 2017 (the date of the last closing held under that certain Series A B Preferred Stock Purchase Agreement, dated as of June 28February 17, 2017, by and between among the Company and the purchasers listed on Exhibit A other parties thereto, as amended), as well as any shares into which such shares are converted, within the meaning of Section 1202(f) of the Internal Revenue Code (the “Code”), to constitute “qualified small business stock” as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if the Board of Directors of the Company determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and the regulations promulgated thereunder. In addition, within twenty (20) business days after any Investor’s written request therefor, the Company shall, at its option, either (i) deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code.

Qualified Small Business Stock. The Company shall use commercially reasonable efforts to cause the Initial Closing Shares (as defined in the Series B Purchase Agreement) and the shares of Series A A-1 Preferred Stock issued pursuant to that certain and Series A A-2 Preferred Stock Purchase Agreement, dated as of June 28, 2017, originally issued by and between the Company and the purchasers listed on Exhibit A thereto, as amendedCompany, as well as any shares into which such shares are converted, within the meaning of Section 1202(f) of the Internal Revenue Code (the “Code”), to constitute “qualified small business stock” as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if a majority of the Board of Directors of Directors, including the Company Lead Preferred Director, determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and the regulations promulgated thereunder. In addition, within twenty (20) business days after any Investor’s written request therefor, the Company shall, at its option, either (i) deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code.

Qualified Small Business Stock. The Company shall use commercially reasonable efforts to cause the shares of Series A B Preferred Stock issued pursuant to that certain Series A Preferred Stock the Purchase Agreement, dated as of June 28, 2017, by and between the Company and the purchasers listed on Exhibit A thereto, as amended, as well as any shares into which such shares are converted, within the meaning of Section 1202(f) of the Internal Revenue Code (the “"Code”"), to constitute “"qualified small business stock” " as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if the Board of Directors of the Company determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and the regulations promulgated thereunder. In addition, within twenty (20) business days after any Investor’s 's written request therefor, the Company shall, at its option, either (i) deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s 's interest in the Company constitutes “"qualified small business stock” " as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s 's possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s 's interest in the Company constitutes “"qualified small business stock” " as defined in Section 1202(c) of the Code. The Company's obligation to furnish a written statement pursuant to this Section 5.4 shall continue notwithstanding the fact that a class of the Company's stock may be traded on an established securities market.

Qualified Small Business Stock. The Company shall use commercially reasonable efforts to cause the shares of Series A Preferred Stock issued pursuant to that certain Series A Preferred Stock Purchase Agreement, dated September 18, 2015 (the “Series A Purchase Agreement”) in the First Tranche Closing (as of June 28, 2017, by and between defined in the Company and the purchasers listed on Exhibit Series A thereto, as amendedPurchase Agreement), as well as any shares into which such shares are converted, within the meaning of Section 1202(f) of the Internal Revenue Code (the “Code”), to constitute “qualified small business stock” as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if the Board of Directors of the Company determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and the regulations promulgated thereunder. In addition, within twenty (20) business days after any Investor’s written request therefor, the Company shall, at its option, either (i) deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code.

Qualified Small Business Stock. As of and immediately following the date hereof, the Company meets all of the requirements for qualification as a "qualified small business " set forth in Section 1202(d) of the Code, including without limitation the following: (i) the Company will be a domestic C corporation and (ii) the Company's (and any predecessor's) aggregate gross assets, as defined by Code Section 1202(d)(2), at no time between inception through the date hereof, have exceeded $50 million, taking into account the assets of any corporations required to be aggregated with the Company in accordance with Code Section 1202(d)(3). In addition, the Company has not made any purchases of its own stock described in Code Section 1202(c)(3)(B) during the one year period preceding the date hereof. Finally, as of the date hereof, the Company is an eligible corporation, as defined by Code Section 1202 (e) (4). The Company shall use commercially reasonable its best efforts to cause comply with the shares reporting and record keeping requirements of Series A Preferred Stock issued pursuant Section 1202 of the Code and any regulations promulgated thereunder and any similar state laws and regulations, and agrees not to that certain Series A Preferred Stock Purchase Agreement, dated as repurchase any stock of June 28, 2017, by and between the Company and the purchasers listed on Exhibit A thereto, as amended, as well as any shares into which if such shares are converted, repurchase would constitute a "significant redemption" within the meaning of Section 1202(f) of the Internal Revenue Code (the “Code”), to constitute “qualified small business stock” as defined in Section 1202(c) of the Code; provided, however, that such requirement shall not be applicable if the Board of Directors of the Company determines, in its good-faith business judgment, that such qualification is inconsistent with the best interests of the Company. The Company shall submit to its stockholders (including the Investors) and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C1202(c)(3)(B) of the Code and with respect to the regulations promulgated thereunderSeries D Preferred Stock being purchased hereunder. In addition, within twenty (20) business ten days after any an Investor’s 's written request therefor, the Company shall, at its option, either (i) shall deliver to such Investor a written statement indicating whether (and what portion of) such Investor’s 's interest in the Company constitutes “"qualified small business stock” as defined in Section 1202(c) of the Code or (ii) deliver to such Investor such factual information in the Company’s possession as is reasonably necessary to enable such Investor to determine whether (and what portion of) such Investor’s interest in the Company constitutes “qualified small business stock” " as defined in Section 1202(c) of the Code.