Common use of Restriction on Issuance of Securities Clause in Contracts

Restriction on Issuance of Securities. For a period beginning on the ------------------------------------- date of the Closing and ending on the date which is one hundred and eighty (180) days following the effective date of the Registration Statement, the Company shall not issue or agree to issue any privately placed discounted, variable priced equity or equity-like securities (including debt securities with equity features), other than (i) to the Purchasers pursuant to this Agreement, (ii) pursuant to a bona fide business acquisition of or by the Company, whether by merger, joint venture, consolidation, sale of assets, sale or exchange of stock or otherwise that has been approved by the Board of Directors of the Company, the primary purpose of which is not to raise equity capital, (iii) in private placements of such securities pursuant to or in connection with a strategic alliance or partnering relationship, the primary purpose of which is not to raise equity capital, (iv) upon exercise or conversion of the Company's options, warrants or other convertible securities outstanding as of the Closing and disclosed in the Schedule of Exceptions, (v) pursuant to the Company's stock option plans, employee stock purchase plan or restricted stock plans approved by the stockholders of the Company, (vi) pursuant to written agreements existing on the date hereof to independent contractors or consultants for professional services provided to the Company, or (vii) in connection with lease lines bank financings or acquisitions of intellectual property rights, the primary purpose of which is not to raise equity capital. Without implication that the contrary would otherwise be true, the Company shall not indirectly accomplish any action which the immediately preceding sentence would have otherwise prohibited from being effected directly (e.g., by an asset drop-down to a subsidiary followed by the offering of securities of such subsidiary).