Common use of Registered Offerings Clause in Contracts

Registered Offerings. In the event of a Subsequent Offering for which the Company files a registration statement, the Company shall provide each Purchaser or its Designees with a written notice of such filing within three (3) Trading Days of such filing and, if the registration statement does not include certain material aspects relating to the Subsequent Financing, a Subsequent Financing Notice describing such aspects in reasonable detail, including the proposed terms of such Subsequent Financing, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Subsequent Financing is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment. If, after the delivery of the Subsequent Financing Notice, the terms of such Subsequent Financing change or complete terms of such Subsequent Financing were not filed with the registration statement, the Company shall provide each Purchaser or its Designees an additional notice (“Additional Subsequent Notice”) when the terms for such financing are agreed upon by the Company. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice or the Additional Subsequent Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice or the Additional Subsequent Notice. In the event that the terms of the Subsequent Financing were not known or changed on the effectiveness date of the Registration Statement, each Purchaser shall have at least four (4) hours, in lieu of three (3) Trading Days, upon receiving such Additional Subsequent Notice to exercise its right to participate.

Registered Offerings. (1) In the event of a Subsequent Offering for which the Company files a registration statement, the Company shall provide each Purchaser or its Designees with a written notice of such filing within three (3) Trading Days of such filing and, if the registration statement does not include certain material aspects relating to the Subsequent Financing, a Subsequent Financing Notice describing such aspects in reasonable detail, including the proposed terms of such Subsequent Financing, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Subsequent Financing is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment. If, after the delivery of the Subsequent Financing Notice, the terms of such Subsequent Financing change or complete terms of such Subsequent Financing were not filed with the registration statement, the Company shall provide each Purchaser or its Designees an additional notice (“Additional Subsequent Notice”) when the terms for such financing are agreed upon by the Company. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice or the Additional Subsequent Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice or the Additional Subsequent Notice. In the event that the terms of the Subsequent Financing were not known or changed on the effectiveness date of the Registration Statement, each Purchaser shall have at least four (4) hours, in lieu of three (3) Trading Days, upon receiving such Additional Subsequent Notice to exercise its right to participate. (2) In the event that a Subsequent Financing is in the form of a shelf-take down (a “Shelf Offering”), the Company shall provide the Purchaser with a Subsequent Financing Notice no later than the same day of the proposed Shelf Offering. The Subsequent Financing Notice shall describe in reasonable detail the proposed terms of such Shelf Offering, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Shelf Offering is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment. Any Purchaser desiring to participate in such Shelf Offering must provide a written notice to the Company, by no later than four (4) hours after all of the Purchasers have received the Subsequent Financing Notice, that such Purchaser is willing to participate in the Subsequent Financing, the amount of such Purchaser’s participation, and representing and warranting that such Purchaser has such funds ready, willing, and available for investment on the terms set forth in the Subsequent Financing Notice.

Registered Offerings. (1) In the event of a Subsequent Offering for which the Company files a registration statement, the Company shall provide each Purchaser or its Designees with a written notice of such filing within three (3) Trading Days of such filing and, if the registration statement does not include certain material aspects relating to the Subsequent Financing, a Subsequent Financing Notice describing such aspects in reasonable detail, including the proposed terms of such Subsequent Financing, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Subsequent Financing is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment. If, after the delivery of the Subsequent Financing Notice, the terms of such Subsequent Financing change or complete terms of such Subsequent Financing were not filed with the registration statement, the Company shall provide each Purchaser or its Designees an additional notice (“Additional Subsequent Notice”) when the terms for such financing are agreed upon by the Company. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice or the Additional Subsequent Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice or the Additional Subsequent Notice. In the event that the terms of the Subsequent Financing were not known or changed on the effectiveness date of the Registration Statement, each Purchaser shall have at least four (4) hours, in lieu of three (3) Trading Days, upon receiving such Additional Subsequent Notice to exercise its right to participate. (2) In the event that a Subsequent Financing is in the form of a shelf-take down (a “Shelf Offering”), the Company shall provide the Purchaser with a Subsequent Financing Notice no later than the same Trading Day of the proposed Shelf Offering. The Subsequent Financing Notice shall describe in reasonable detail the proposed terms of such Shelf Offering, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Shelf Offering is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment. Any Purchaser desiring to participate in such Shelf Offering must provide a written notice to the Company, by no later than four (4) hours (which 4 hours shall occur during the Trading Day) after all of the Purchasers have received the Subsequent Financing Notice, that such Purchaser is willing to participate in the Subsequent Financing, the amount of such Purchaser’s participation, and representing and warranting that such Purchaser has such funds ready, willing, and available for investment on the terms set forth in the Subsequent Financing Notice.