Common use of Securities Laws Disclosure; Publicity Clause in Contracts

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, on the next Business Day following the Closing Date, issue a press release with respect to the transactions contemplated hereby and by 8:30 a.m. (New York City time) time on the 4th Trading third (3rd) Business Day immediately after following the Closing Date, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by including the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser Buyer shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser Buyer shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any PurchaserBuyer, or without the prior consent of each PurchaserBuyer, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorBuyer, or include the name of any Purchaser or its investment advisor Buyer in any filing with the Commission or any regulatory agency or Trading Marketany market or exchange, without the prior written consent of such PurchaserBuyer, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission SEC and (bii) to the extent such disclosure is required by law or Trading Market regulationsregulations of the Principal Market, in which case the Company shall provide the Purchasers Buyers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby. From , and after shall, within four (4) Trading Days following the issuance of such date hereof, file a Current Report on Form 8-K to be filed in accordance with clause (i) disclosing the material terms of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by hereby and including this Agreement as an exhibit thereto; provided, that the Transaction DocumentsCompany may not issue such press release or file such Form 8-K without the Investor’s prior written consent. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall not issue any such press release nor otherwise make any such public statement regarding the Investor or the Transaction Documents without the prior written consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedInvestor, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required ensure that such disclosure is restricted and limited in content and scope to the maximum extent permitted by federal securities law in connection with (i) any registration statement contemplated by Law to meet the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission relevant disclosure requirement and (b) provide a copy of the proposed disclosure to the extent such disclosure is required by law or Trading Market regulations, in which case Investor for review prior to release and the Company shall provide incorporate the Purchasers Investor’s reasonable comments. Following the execution of this Agreement, the Investor and its Affiliates and/or advisors may place announcements on their respective corporate websites and in financial and other newspapers and publications (including, without limitation, customary “tombstone” advertisements) describing the Investor’s relationship with prior notice of such disclosure permitted the Company under this clause Agreement and including the name and corporate logo of the Company. Notwithstanding anything herein to the contrary, to comply with United States Treasury Regulations Section 1.6011-4(b)(3)(i), each of the Company and the Investor, and each employee, representative or other agent of the Company or the Investor, may disclose to any and all persons, without limitation of any kind, the U.S. federal and state income tax treatment, and the U.S. federal and state income tax structure, of the transactions contemplated hereby and all materials of any kind (b)including opinions or other tax analyses) that are provided to such party relating to such tax treatment and tax structure insofar as such treatment and/or structure relates to a U.S. federal or state income tax strategy provided to such recipient.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 8:30 a.m. (New York City time) on within four (4) Trading Days following the 4th Trading Day immediately after the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby and (b) file a Current Report on Form 8-K with the Commission, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) Eastern Time on the 4th second Trading Day immediately after following the Closing DateDate of Execution, issue a Current Report on press release disclosing the material terms of the transactions contemplated hereby, or (b) file a Form 8-K, K Current Report (the “Current Report”) on XXXXX with the SEC disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) filing of the preceding sentenceCurrent Report, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission laws and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and (b) within the time required by Commission rules, file a Current Report on Form 8-K with the Commission, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other In addition, effective upon the issuance of such press releases with respect to the transactions contemplated herebyrelease, and neither the Company nor acknowledges and agrees that any Purchaser shall issue and all confidentiality or similar obligations under any such press release nor otherwise make any such public statement without the prior consent of agreement, whether written or oral, between the Company, with respect to any press release of its Subsidiaries or any Purchaserof their respective officers, directors, agents, employees or without Affiliates on the prior consent of each Purchaserone hand, with respect to and any press release of the Company, which consent shall not unreasonably be withheld Purchasers or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide any of their Affiliates on the other party with prior notice of such public statement or communicationhand, shall terminate. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 9:00 a.m., New York City time) , on the 4th Trading Day immediately after following the Closing Dateexecution of this Agreement, the Company shall issue a Current Report on Form 8-K, press release (“Press Release”) disclosing the all material terms of the transactions contemplated hereby. From On or before 9:00 a.m., New York City time, on the fourth Trading Day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of the preceding sentenceincluding, the Company represents to the Purchasers that it shall have publicly disclosed all materialwithout limitation, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationthis Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement Statement and (iiB) the filing of final Transaction Documents (which may include conformed signatures, but not originals) with the Commission and (bii) to the extent such disclosure is required by law law, request of the Staff of the Commission or Trading Market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Press Release, no Purchaser shall be in possession of any material, non-public information received from the Company, any Subsidiary or any of their respective officers, directors, employees or agents, that is not disclosed in the Press Release unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company pursuant to this Section 4.6, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other In addition, effective upon the issuance of such press releases with respect to the transactions contemplated herebyrelease, and neither the Company nor acknowledges and agrees that any Purchaser shall issue and all confidentiality or similar obligations under any such press release nor otherwise make any such public statement without the prior consent of agreement, whether written or oral, between the Company, with respect to any press release of its Subsidiaries or any Purchaserof their respective officers, directors, agents, employees or without Affiliates on the prior consent of each Purchaserone hand, with respect to and any press release of the Company, which consent shall not unreasonably be withheld Purchasers or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide any of their Affiliates on the other party with prior notice of such public statement or communicationhand, shall terminate. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) issue a press release disclosing the material terms of the transactions contemplated hereby simultaneously with the execution and delivery hereof, and (b) by 8:30 a.m. (New York City time) on the 4th third (3rd) Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by including the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and and, except as may be required by law, neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or any Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or any Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) Eastern Time on the 4th Trading Day immediately after following the Closing DateDate of Execution, issue a Current Report on press release disclosing the material terms of the transactions contemplated hereby, or (b) file a Form 8-K, K Current Report (the “Current Report”) on XXXXX with the SEC disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) filing of the preceding sentenceCurrent Report, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in an Event of Default.

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) on the 2nd Trading Day immediately following the date hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) by the 4th Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto (if required pursuant to the transactions contemplated herebyExchange Act), with the Commission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers Purchaser that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any the Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such the Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights this Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Purchaser with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue timely file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents as exhibits thereto, in each case reasonably acceptable to Seaside and its counsel. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Seaside by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser Seaside shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser Seaside shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any PurchaserSeaside, or without the prior consent of each PurchaserSeaside, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorSeaside, or include the name of any Purchaser or its investment advisor Seaside in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such PurchaserSeaside, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement Section 4.13 and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission Commission, and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Seaside with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. shall, by 5:30 p.m. (New York City time) on the 4th fourth Trading Day immediately after following the Closing Datedate hereof, issue disclose the material terms of the transactions contemplated hereby by either: (i) issuing a Current Report on Form 8-K, disclosing K regarding the material terms of the transactions contemplated hereby. From and after the issuance of such Current transaction; or (b) issuing its Annual Report on Form 810-K to be filed in accordance with clause (i) of the preceding sentencetransaction disclosed. In either case, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsDocuments will be included as exhibits. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement (other than in the Company’s SEC Reports after the Closing Date or exhibits filed therewith) without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, other than in connection with the Company’s SEC Reports or disclosures to any regulatory agency or Trading Market that the Company determines are necessary or appropriate, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any Purchaser or its investment advisor the Purchaser, in any filing with the Commission press release or any regulatory agency or Trading Marketsimilar public statement, without the prior written consent of such the Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Date, issue date hereof file a Current Report on Form 8-K, disclosing including the material terms of transaction documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance filing of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documentstransaction documents. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission or any regulatory agency or Trading Markettrading market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights this Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market trading market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) time on the 4th second Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attaching the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and, within the time period required by the Securities Act, file a Form 8-K describing the transaction, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the CompanyCompany (other than the press release described in the first sentence of this Section 4.4), which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than shall, by 9:30 a.m. (New York City time) on the 4th next Trading Day immediately after following the Closing Datedate hereof, issue disclose the material terms of the transactions contemplated hereby by issuing a Current Report on Form 8-K, disclosing K regarding the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection transaction with the transactions contemplated by the Transaction DocumentsDocuments included as exhibits. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement (other than in the Company’s SEC Reports after the Closing Dates or exhibits filed therewith) without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, other than in connection with the Company’s SEC Reports or disclosures to any regulatory agency or Trading Market that the Company determines are necessary or appropriate, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any Purchaser or its investment advisor the Purchaser, in any filing with the Commission press release or any regulatory agency or Trading Marketsimilar public statement, without the prior written consent of such the Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 By 8:30 a.m. (New York City time) on the 4th Trading Day immediately after day following the Closing Date, the Company will issue a Current Report on Form 8-K, press release disclosing the all material terms of the transactions contemplated hereby. From hereby (and after attach as exhibits thereto the issuance of such Current Report on Form 8-K to be filed Transaction Documents) in accordance with clause (i) of the preceding sentenceapplicable Commission rules and regulations. In addition, the Company represents will make such other filings and notices in the manner and time required by the Commission and the Trading Market on which the Common Stock is listed. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Investor, or include the name of any Investor in any filing with the Commission (other than the Registration Statement and any exhibits to filings made in respect of this transaction in accordance with periodic filing requirements under the Exchange Act) or any regulatory agency or Trading Market, without the prior written consent of such Investor, except to the Purchasers that it shall have publicly disclosed all materialextent such disclosure is required by law or Trading Market regulations, non-public information delivered to any of the Purchasers by in which case the Company or any shall provide the Investors with prior notice of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documentssuch disclosure. The Company and each Purchaser Blueline Partners shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser Blueline Partners shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any PurchaserBlueline Partners, or without the prior consent of each PurchaserBlueline Partners, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, disclosing and including the material terms of Transaction Documents as exhibits thereto, within the transactions contemplated herebytime required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases public disclosures with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and Commission, (b) to the extent such disclosure is required by law or Trading Market regulationslaw, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b), and (c) to the extent such disclosure is required by Trading Market regulations.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and shall file a Form 8-K within the period required by regulation, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall file its Super 8-K by no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately four Business Days after the Closing DateOriginal Issue Date The Company shall, issue within four (4) Business Days, file a Current Report on Form 8-K, disclosing including the material terms of Merger Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Merger Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated herebyIn addition, and neither the Company nor acknowledges and agrees that no confidentiality or similar obligations under any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of agreement, whether written or oral, between the Company, with respect to any press release of its Subsidiaries or any Purchaserof their respective officers, directors, affiliates, employees or without agents, on the prior consent of each Purchaserone hand, with respect to and any press release of the CompanyPurchasers or any of their affiliates, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide on the other party with prior notice of such public statement hand, have been entered into. Except for the obligations set forth in this Section, there are no confidentiality or communicationsimilar obligations pertaining the Purchasers currently extant or at any time in the future. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaserthe Holder, except: except (ai) as required by federal securities law Regulations in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under this clause (bii).

Securities Laws Disclosure; Publicity. The Within the time required by the Exchange Act, the Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue will file a Current Report on Form 8-K, disclosing K with the material Commission describing the terms of the transactions contemplated hereby. From Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of including, without limitation, this Agreement and the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationRegistration Rights Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and or (bii) to the extent such disclosure is required by law law, request of the Staff of the Commission or Trading Market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Form 8-K, no Purchaser shall be in possession of any material, non-public information received from the Company or any of its respective officers, directors, employees or agents, that is not disclosed in the Form 8-K unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company as described in this Section 4.6, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with such transactions (including the existence and terms of such transactions).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, (1) by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and (2) by 5:00 p.m. (New York time) on the Trading Day immediately following the date hereof, file a Current Report on Form 8-K disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered prior to the issuance of such press release to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) except as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b)Commission.

Securities Laws Disclosure; Publicity. The Within the applicable period of time required by the Exchange Act, the Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue file a Current Report on Form 8-K, disclosing K describing the material terms and conditions of the transactions contemplated hereby. From by this Agreement in the form required by the Exchange Act and after the issuance of attaching as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (iincluding, without limitation, this Agreement and the Registration Rights Agreements) of the preceding sentence(including all attachments, the Company represents to the Purchasers that it shall have publicly disclosed all material, non“8-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsK Filing”). The Company shall provide the Purchasers with a reasonable opportunity to review and each Purchaser provide comments on the draft of such 8-K Filing. The Company shall consult also provide the Purchasers with each other in issuing a reasonable opportunity to review and provide comments on drafts of press releases or any other press releases public statements with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Companyif any. CERTAIN INFORMATION IN THIS DOCUMENT, with respect to any press release of any PurchaserMARKED BY [**], or without the prior consent of each PurchaserHAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationITEM 601(b)(10)(iv). SUCH EXCLUDED INFORMATION IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Notwithstanding the foregoing, and unless otherwise agreed to in writing by the Company and the Purchasers, the Company shall not publicly disclose the name of any Purchaser or its any Affiliate or investment advisoradviser of any Purchaser, or include the name of any Purchaser or its any Affiliate or investment advisor adviser of any Purchaser in any press release or filing with the Commission or any regulatory agency or the Principal Trading Market, without the prior written consent of such PurchaserPurchaser except, except: (a) as required by federal securities law in connection with (i) the case of any registration statement contemplated by the Registration Rights Agreement and (ii) the such filing of final Transaction Documents with the Commission or any such regulatory agency, if and (b) to the extent such disclosure is otherwise required by law law, the Rules and Regulations or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice rules and regulations of such disclosure permitted under this clause (b)regulatory agency.

Securities Laws Disclosure; Publicity. The Company shall no later than Borrower shall, by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following of the Closing DateDate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyby the Transaction Documents. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company Borrower represents to the Purchasers Lender that it shall have publicly disclosed all material, non-public information delivered to the Lender by the Borrower or any of the Purchasers by the Company Subsidiaries, or any of its their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company Borrower and each Purchaser the Lender shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company Borrower nor any Purchaser the Lender shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each PurchaserBorrower, with respect to any press release of the CompanyLender, or without the prior consent of the Lender, with respect to any press release of the Borrower, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company Borrower shall not publicly disclose the name of any Purchaser or its investment advisorthe Lender, or include the name of any Purchaser or its investment advisor the Lender in any filing with the Commission or any U.S. regulatory agency or Trading Markettrading market unless the name of the Lender is already included in the body of the Transaction Documents, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b)Lender.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, reasonably acceptable to Bonanza (as defined in Section 5.2 below) disclosing the material terms of the transactions contemplated hereby. From , and after shall, as soon as reasonably practicable, but not later than four Trading Days following the issuance of date hereof, issue an amendment to such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attach the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any the registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bi) or (ii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attaching the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (bii). The Company is authorized to permit any broker representing it to publish a “tombstone” for the transaction after Closing, which identifies the Company, the nature of the transaction and the broker’s role in the transaction.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. Within one (New York City time1) on the 4th Trading Day immediately after following the Closing Date, the Company shall issue a Current Report on Form 8-Kone or more press releases (collectively, the “Press Release”) reasonably acceptable to the Purchasers disclosing the all material terms of the transactions contemplated hereby. From On or before 9:00 a.m., New York City time, on the fourth Trading Day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of the preceding sentenceincluding, without limitation, this Agreement, the Company represents to Registration Rights Agreement and the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any Articles of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationAmendment)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its any Affiliate or investment advisoradviser of any Purchaser, or include the name of any Purchaser or its any Affiliate or investment advisor adviser of any Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents with the Commission and (bii) to the extent such disclosure is required by law law, at the request of the Staff of the Commission or Trading Market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this clause subclause (bii). Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company, such Purchaser will maintain the confidentiality of the existence and terms of the transaction contemplated herein.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby (the “Press Release”) no later than 9:00 A.M., New York City time, on the Trading Day immediately following the date of this Agreement. From In addition, the Company shall file a Current Report on Form 8-K (the “8-K Filing”) with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencethis Agreement, the Company represents to form of Warrant and the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of Registration Rights Agreement) on or before the Purchasers by fourth Business Day following the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationdate hereof. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its any Affiliate or investment advisoradviser of any Purchaser, or include the name of any Purchaser or its any Affiliate or investment advisor adviser of any Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, Market without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and or (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and or (bii) to the extent such disclosure is otherwise required by law law, request of the Staff of the Commission or Trading Market regulations. From and after the issuance of the Press Release, no Purchaser shall be in which case possession of any material, non-public information received from the Company Company, any Subsidiary or any of their respective officers, directors, employees or agents, that is not disclosed in the Press Release unless a Purchaser shall provide have executed a written agreement regarding the Purchasers with prior notice confidentiality and use of such disclosure permitted under information, which written agreement shall survive the execution of this clause (b)Agreement and the Closing.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after following the Closing Datedate of this Agreement, issue a Current Report on press release or submit a Form 86-KK reasonably acceptable to the holders of a majority, in value, of the then outstanding Securities disclosing the all material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Purchasers shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, hereby and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, other than in any registration statement filed pursuant to the Registration Rights Agreement and filings related thereto, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers each Purchaser with prior notice of such disclosure permitted under this clause (b)disclosure.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Date, issue a press release and file a Current Report on Form 8-KK with the Commission, disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 8:30 a.m. (New York City time) on the 4th second Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and (b) by 8:30 a.m. (New York City time) on the second Trading Day following the date hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From , and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attaching the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K (the “8-K Filing”) and press release disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 by (a) 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release, disclosing the material terms of the transactions contemplated hereby, and (b) 5:00 p.m. (New York City time) on the fourth Trading Day immediately following the date hereof, file a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated herebyhereby and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, (a) by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after following the Closing Date, issue a press release, reasonably acceptable to the Purchasers acquiring a majority of the shares of Preferred Stock at the Closing disclosing the material terms of the transactions contemplated hereby and (b) by 8:30 a.m. Eastern time on the second Trading Day following the Closing Date, issue a Current Report on Form 8-K, reasonably acceptable to each Purchaser disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attach the Transaction DocumentsDocuments thereto as exhibits. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaserthe Purchasers acquiring a majority of the shares of Preferred Stock at the Closing, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any the registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bi) or (ii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 9:00 a.m., New York City time) , on the 4th Trading Day trading day immediately after following the Closing Dateexecution of this Agreement, the Company shall issue a Current Report on Form press release (the “Press Release”) disclosing all material terms of the Offering. Within the time required by the Exchange Act, the Company will file the Super 8-K (and including as exhibits to such Super 8-K, disclosing the material terms of Transaction Documents (including, without limitation, this Agreement and the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationRegistration Rights Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission SEC (other than the Registration Statement) or any regulatory agency or Trading Marketprincipal trading market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents with the Commission and SEC or (bii) to the extent such disclosure is required by law law, request of the staff of the SEC or Trading Market of any regulatory agency or principal trading market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this sub-clause (bii) from and after the issuance of the Press Release, no Purchaser shall be in possession of any material, non-public information received from the Company or any of its respective officers, directors, employees or agents, that is not disclosed in the Press Release unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company as described in this Section 21, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with such transactions (including the existence and terms of such transactions).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after following the Closing Datedate of this Agreement, issue a press release or file a Current Report on Form 8-K, K reasonably acceptable to each Purchaser disclosing the all material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Purchasers shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, hereby and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, Purchaser with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by lawlaw or regulation of the Principal Market, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, except as required by law, other than in any registration statement filed pursuant to the Registration Rights Agreement and filings related thereto, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by . In the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent event that such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers each Purchaser with prior notice of such disclosure permitted under disclosure. Any consent requested pursuant to this clause (b)Section 4.7 by the Company or any Purchaser shall be deemed to have been given unless objection is provided within one day of the date requested.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and by the second Trading Day following the date hereof, file a Form 8-K with the Commission including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (i) by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and (ii) by 8:30 a.m. (New York City time) on the fourth Trading Day immediately following the date hereof, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by filing the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue a Current include in its Quarterly Report on Form 810-KQ for period ending September 30, disclosing 2019 a description of the material terms of the transactions contemplated herebyNote with the SEC within the time required by the 1934 Act. From and after the issuance filing of such Current Report on Form 810-K to be filed in accordance with clause (i) of the preceding sentenceQ, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under this clause (b)hereunder.

Securities Laws Disclosure; Publicity. Except as set forth below, no public release or announcement concerning the transactions contemplated hereby shall be issued by the Company or the Purchasers without the prior written consent of the Company (in the case of a release or announcement by the Purchasers) or the Requisite Purchasers (in the case of a release or announcement by the Company) (which consents shall not be unreasonably withheld), except as such release or announcement may be required by law or the applicable rules or regulations of any securities exchange or securities market, in which case the Company or the Purchasers, as the case may be, shall allow the Purchasers or the Company, as applicable, to the extent reasonably practicable in the circumstances, reasonable time to comment on such release or announcement in advance of such issuance. The Company shall no later than 9:30 shall: (a) by 9:00 a.m. (New York City time) on the 4th Trading Business Day immediately after following the Closing Dateexecution and delivery of this Agreement, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby. From hereby which shall have been previously reviewed by counsel for the Placement Agent (the “Press Release”), and after (b) by 5:30 p.m. (New York City time) on the issuance of such fourth Trading Day following the date hereof, file one or more Current Report Reports on Form 8-K to be filed in accordance with clause (i) disclosing the material terms of the preceding sentence, the Company represents transactions contemplated hereby and any other material nonpublic information disclosed to the Purchasers that it which shall have publicly disclosed all material, non-public information delivered to any of been previously reviewed by counsel for the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsPlacement Agent. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect Subject to the transactions contemplated herebyforegoing, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make releases or any such other public statement statements with respect to the transactions contemplated hereby except as may be reviewed and approved by the Company and counsel to the Placement Agent; provided, however, that the Company shall be entitled, without the prior consent of the Company, with respect to any press release approval of any Purchaser, or without the prior consent of each Purchaser, with respect to make any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such other public disclosure as is required by lawapplicable law and regulations; provided, in which case the disclosing party shall promptly provide the further, that no such press release or other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of identify any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with ’s prior notice of such disclosure permitted under this clause (b)consent.

Securities Laws Disclosure; Publicity. The Company Within four Trading Days of the date hereof, the company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by including the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (On or before 9:00 a.m., New York City time) , on the 4th Trading Business Day immediately after following the Closing Datedate hereof, the Company shall issue a Current Report on Form 8-K, press release (the “Press Release”) disclosing the all material terms of the transactions contemplated hereby. From On or before 5:30 p.m., New York City time, on the fourth Trading Day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the material Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law law, request of the Staff of the Commission or Trading Market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Press Release, no Purchaser shall be in possession of any material, non-public information received from the Company or any of its officers, directors, employees or agents, that is not disclosed in the Press Release. Each Purchaser, severally and not jointly with the other Purchasers, covenants that it will comply with the provisions of any confidentiality or nondisclosure agreement executed by it and, in addition, until such time as the transactions contemplated by this Agreement are required to be publicly disclosed by the Company as described in this Section 4.4, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. shall, by 5:30 p.m. (New York City time) on the 4th fourth Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including conformed signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (shall, on or before 8:30 a.m., New York City time) , on the 4th Trading Day immediately after following the Closing Date, issue a Current Report on Form 8-K, press release acceptable to the Purchasers disclosing the all material terms of the transactions contemplated hereby. From On or before the Trading Day following the Closing Date, the Company shall file a Current Report on Form 8-K with the Commission (the “8-K Filing”) describing the terms of the transactions contemplated by the Transaction Documents and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause (i) this Agreement and the form of the preceding sentenceWarrants, in the form required by the Exchange Act. Thereafter, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to timely file any of the Purchasers filings and notices required by the Company Commission or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases applicable law with respect to the transactions contemplated hereby. The Company shall not, and shall cause each of its Subsidiaries and its and each of their respective officers, directors, employees and agents not to, provide any Purchaser with any information it believes to be material nonpublic information regarding the Company or any of its Subsidiaries from and after the filing of the 8-K Filing without the express written consent of such Purchaser. The Company agrees to comply with Regulation FD promulgated under the Exchange Act. Subject to the foregoing, neither the Company nor any Purchaser shall issue any such press release nor otherwise make releases or any such other public statement statements with respect to the transactions contemplated hereby; provided, however, that the Company shall be entitled, without the prior consent of the Company, with respect to any press release approval of any Purchaser, to make any press release or without the prior consent of each Purchaser, other public disclosure with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with transactions (i) any registration statement contemplated by in substantial conformity with the Registration Rights Agreement 8-K Filing and contemporaneously therewith and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure as is required by applicable law or and regulations, including Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City timea) on the 4th Closing Date, or if Closing shall have occurred subsequent to 4:00 p.m. Eastern time on the Closing Date, on the Trading Day immediately after following the Closing Date, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing the material terms including copies of the transactions contemplated herebyTransaction Documents (or the forms thereof) as exhibits thereto, with the Commission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement Statement and (ii) the filing of final Transaction Documents (or disclosure with respect thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 9:00 A.M., New York City time) , on the 4th Trading Day immediately after following the Closing Datedate hereof, the Company shall issue a Current Report on Form 8-Kpress release, which shall have been previously reviewed by counsel for the Placement Agents (the “Press Release”), disclosing the material terms of the transactions contemplated hereby. From Within four Business Days from the date hereof, the Company will file a Current Report on Form 8-K with the Commission, which shall have been previously reviewed by counsel for the Placement Agents, describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) including, without limitation, this Agreement and the form of Warrant)). From and after the issuance of the preceding sentencePress Release, the Company represents to the Purchasers that it no Purchaser shall have publicly disclosed all be in possession of any material, non-public information delivered to any of the Purchasers by regarding the Company or its Subsidiaries received from the Company, any Subsidiary or any of its their respective officers, directors, employees or agents agents, that is not disclosed in connection the Press Release unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are required to be publicly disclosed by the Transaction DocumentsCompany as described in this Section 4.5, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction). The Company and each Purchaser shall consult with each other in issuing any other press releases with respect Subject to the transactions contemplated herebyforegoing, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make releases or any such other public statement statements with respect to the transactions contemplated hereby except as may be reviewed and approved by the Company and counsel for the Placement Agents; provided, however, that the Company shall be entitled, without the prior consent of the Company, with respect to any press release approval of any Purchaser, or without the prior consent of each Purchaser, with respect to make any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such other public disclosure as is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities applicable law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after following the Closing Datedate of this Agreement, issue a press release or file a Current Report on Form 8-K, K reasonably acceptable to each Purchaser disclosing the all material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Purchasers shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, hereby and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement (i) without the prior consent of the Company, with respect to any press release of any Purchaser, or and (ii) without the prior consent of each Purchaser, Purchaser with respect to any press release of the Company, which consent in each case shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, other than in any registration statement filed pursuant to the Registration Rights Agreement and filings related thereto, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers each Purchaser with prior notice of such disclosure permitted under this clause (b)disclosure.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 9:00 a.m., New York City time) , on the 4th Trading Day immediately after following the Closing Dateexecution of this Agreement, the Company shall issue a Current Report on Form 8-K, press release (the “Press Release”) disclosing the all material terms of the transactions contemplated hereby. From On or before 9:00 a.m., New York City time, on the Trading Day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of the preceding sentenceincluding, without limitation, this Agreement, the Company represents to Warrant and the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationRegistration Rights Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission (other than the Registration Statements) or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law law, request of the Staff of the Commission or Trading Market regulations, in which case the Company shall provide the Purchasers with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Press Release, no Purchaser shall be in possession of any material, non-public information received from the Company, any Subsidiary or any of their respective officers, directors, employees or agents, that is not disclosed in the Press Release unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company as described in this Section 4.6, such Purchaser will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) Eastern Time on the 4th Trading Day immediately after following the Closing DateDate of Execution, issue a Current Report on press release disclosing the material terms of the transactions contemplated hereby, or (b) file a Form 8-K, K Current Report (the “Current Report”) on XXXXX with the SEC disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) filing of the preceding sentenceCurrent Report, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City timea) on by the 4th Trading Day immediately after the Closing DateDisclosure Time, issue a press release disclosing the material terms of the transactions contemplated hereby, and otherwise publicly disseminate (including on a Current Report on Form 8-K) the information on Schedule A, and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) press release and the dissemination of the preceding sentenceinformation set forth on Schedule A hereto, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other In addition, effective upon the issuance of such press releases with respect to the transactions contemplated herebyrelease, and neither the Company nor acknowledges and agrees that any Purchaser shall issue and all confidentiality or similar obligations under any such press release nor otherwise make any such public statement without the prior consent of agreement, whether written or oral, between the Company, with respect to any press release of its Subsidiaries or any Purchaserof their respective officers, directors, agents, employees or without Affiliates on the prior consent of each Purchaserone hand, with respect to and any press release of the Company, which consent shall not unreasonably be withheld Purchasers or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide any of their Affiliates on the other party with prior notice of such public statement or communicationhand, shall terminate. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall (to the extent legally permissible) provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms Transaction Documents as exhibits thereto, with the Commission within the time required by the Exchange Act. On the earlier of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencedate the Company files its next annual report on Form 10-K or (ii) September 30, 2013, the Company represents shall represent to the Purchasers Purchasers, in writing, that it shall have publicly disclosed all information that continues to constitute material, non-public information on such date and that was delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Placement Agent shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any . No Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on by the 4th Trading Day immediately after following the Closing Date, issue date hereof file a Current Report on Form 8-K, including the Transaction Documents as exhibits thereto, with the Commission, disclosing the material terms of the transactions contemplated herebyTransaction Documents in accordance with the Exchange Act. From and after the issuance filing of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceReport, the Company represents to the Purchasers Purchaser that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Purchaser by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement regarding the transactions hereunder without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any the Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such the Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents filed in connection with the Commission resale of the Securities purchased hereunder and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Purchaser with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K (the “8-K Filing”) and press release disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebySEC. From and after the issuance of such Current Report on Form 8-K press release and except to be filed in accordance with clause (i) of the preceding sentenceextent otherwise specifically agreed to between the Company and any Investor, the Company represents to the Purchasers each Investor that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Investors by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser Investor shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser Investor shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any PurchaserInvestor, or without the prior consent of each PurchaserInvestor, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationpress release. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorInvestor, or include the name of any Purchaser or its investment advisor Investor in any filing with the Commission SEC or any regulatory agency or Trading Market, without the prior written consent of such PurchaserInvestor, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission SEC or any registration statement contemplated by the registration rights provisions of Section 4.4 herein and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Investors with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission on the First Closing Date. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it the Company shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other In addition, effective upon the issuance of such press releases with respect to the transactions contemplated herebyrelease, and neither the Company nor acknowledges and agrees that any Purchaser shall issue and all confidentiality or similar obligations under any such press release nor otherwise make any such public statement without the prior consent of agreement, whether written or oral, between the Company, with respect to any press release of its Subsidiaries or any Purchaserof their respective officers, directors, agents, employees or without Affiliates on the prior consent of each Purchaserone hand, with respect to and any press release of the Company, which consent shall not unreasonably be withheld Purchasers or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide any of their Affiliates on the other party with prior notice of such public statement or communicationhand, shall terminate. Notwithstanding the foregoing, the The Company shall not publicly disclose the name of any Purchaser or its investment advisorin any press release, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) or the filing of final Transaction Documents with Company’s reporting requirements under the Commission Exchange Act and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue file a Current Report on Form 8-K, disclosing K including the material terms Transaction Documents as exhibits thereto within four Business Days of the transactions contemplated herebydate hereof. From and after the issuance filing of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading MarketMarket unless the name of such Purchaser is already included in the body of the Transaction Documents, without the prior written consent of such Purchaser, except: (a) as required by federal or state securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) use its best efforts to by 9:00 a.m., Eastern Daylight Time, on the 4th Trading Day immediately after the Closing Date, first Business following this Agreement issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on press release (which shall be followed by a Form 8-K to be filed in accordance with clause filing within one (i1) Business Day of the preceding sentenceClosing) and, the Company represents to the Purchasers that it shall have publicly disclosed all materialin any event, non-public information delivered to any of the Purchasers by the Company or any end of its respective officersbusiness on the Business Day following the Closing issue a press release (which shall be followed by a Form 8-K filing within two (2) Business Days thereafter), directors, employees or agents in connection with either case disclosing the transactions contemplated hereby and make such other filings and notices in the manner and time required by the Transaction DocumentsCommission. The Company and each Purchaser the Placement Agent shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Placement Agent shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Placement Agent, or without the prior consent of each Purchaserthe Placement Agent, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any the registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bi) or (ii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (shall, by 8:30 a.m., New York City time) , on the 4th Trading Day immediately after following the Closing Effective Date, issue a press release and shall, by 5:30 p.m., New York City time, on the fourth (4th) Trading Day immediately following the Effective Date, file a Current Report on Form 8-K, disclosing the material terms of K describing the transactions contemplated herebyby, and attaching a complete copy of, the Transaction Documents. From Such press release and after the issuance of such Current Report on Form 8-K shall be reasonably acceptable to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsInvestor. The Company and each Purchaser Investor shall consult with each other in issuing any other additional press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser Investor shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any such press release of any PurchaserInvestor, or without the prior consent of each PurchaserInvestor, with respect to any such press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, Trading Market regulations or judicial process, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the The Company shall not publicly disclose provide Investor with prior notice of any public disclosure of the name of any Purchaser Investor or its investment advisor, or include contemplated inclusion of the name of any Purchaser or its investment advisor Investor in any filing with the Commission SEC or any regulatory agency or Trading Market (it being hereby acknowledged and agreed by Investor that Investor’s name may be disclosed, to the extent required, in a supplemental listing application with the Trading Market, without any Current Report on Form 8-K of the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement Company describing the transactions contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulationsDocuments, in which case any Registration Statement and Prospectus covering any Common Shares, and in other reports of the Company shall provide required to be filed by the Purchasers with prior notice of such disclosure permitted Company under this clause (bthe Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (shall, on or before 8:30 a.m., New York City time) , on the 4th first Trading Day immediately after the Closing Datefollowing execution of this Agreement, issue a Current Report on Form 8-K, press release reasonably acceptable to the Investors disclosing the all material terms of the transactions contemplated hereby. From and after On the issuance of such Closing Date, the Company shall file a Current Report on Form 8-K to be filed in accordance with clause the SEC (ithe “8-K Filing”) describing the terms of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsDocuments and including as exhibits to 8-K Filing the Transaction Documents (including the schedules and the names, and addresses of the Investors and the amount(s) of Securities respectively purchased) and the form of Warrants, in the form required by the Exchange Act. The Thereafter, the Company shall timely file any filings and each Purchaser shall consult with each other in issuing any other press releases notices required by the SEC or applicable law with respect to the transactions contemplated hereby, hereby and neither provide copies thereof to the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall Investors promptly provide the other party with prior notice of such public statement or communicationafter filing. Notwithstanding the foregoingExcept as herein provided, the Company shall not publicly disclose the name of any Purchaser or its investment advisorInvestor, or include the name of any Purchaser or its investment advisor Investor in any filing with the Commission or any regulatory agency or Trading Market, press release without the prior written consent of such PurchaserInvestor, except: (a) as unless otherwise required by federal securities law in connection law. The Company shall not, and shall cause each of its Subsidiaries and its and each of their respective officers, directors, employees and agents not to, provide any Investor with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case material nonpublic information regarding the Company shall provide or any of its Subsidiaries from and after the Purchasers with prior notice issuance of the above referenced press release without the express written consent of such disclosure permitted under this clause (b)Investor.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. shall, by 5:30 p.m. (New York City time) on the 4th fourth (4th) Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including conformed signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 10:00 a.m., New York City time) , on the 4th Trading Day immediately first business day after the Closing Datedate of this Agreement, the Company shall issue one or more press releases or Current Reports on Form 8-K (collectively, the “Press Release”) reasonably acceptable to the Investor disclosing a summary of the material terms of the transactions contemplated hereby and by the other Transaction Documents. On or before 9:00 a.m., New York City time, on the fourth trading day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K, disclosing K with the SEC describing the material terms of the transactions contemplated hereby. From Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K the material Transaction Documents or forms thereof). If this Agreement terminates prior to be filed in accordance with clause (i) any Closing, by the end of the preceding sentencesecond business day following the date of such termination, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such a press release nor otherwise make any disclosing such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationtermination. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor or any Purchaser Affiliate or its investment advisoradviser of the Investor, or include the name of the Investor or any Purchaser Affiliate or its investment advisor adviser of the Investor in any press release or in any filing with the Commission SEC (other than a registration statement) or any regulatory agency or Trading Markettrading market, without the prior written consent of such Purchaserthe Investor, except: except (ai) as required by the federal securities law laws in connection with (iA) any registration statement contemplated by the Registration Rights Agreement Section 5.19 and (iiB) the filing of final Transaction Documents with the Commission SEC and (bii) to the extent such disclosure is required by law law, at the request of the staff of the SEC or Trading Market regulatory agency or under trading market regulations, in which case the Company shall provide the Purchasers Investor with prior written notice of such disclosure permitted under this clause subclause (bii). Whenever any party determines, based upon the advice of such party’s counsel, that a public announcement or other disclosure is required by or advisable with respect to any applicable law or regulation, the parties shall discuss such disclosure with each other in good faith prior to the making of such public announcement or other disclosure.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, and including the Transaction Documents (except the Purchaser Questionnaires) as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of the Purchasers holding at least 67% of the then outstanding Securities and each Purchasersuch Purchaser to which the press release applies, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement with respect to the transactions contemplated hereby without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the CompanyCompany (other than the press release described in the first sentence of this Section 4.4), which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Datea), issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby within four (4) Trading Days immediately following the date hereof and (b) file a Current Report on Form 8-K with the Commission, including the Transaction Documents as exhibits thereto, within four (4) Trading Days following the date hereof. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers such Purchaser with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) shall, by 4:00 p.m. Eastern time on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From , and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attach the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 9:00 a.m. (New York City time) on the 4th second Trading Day immediately after following the Closing Datedate hereof, issue file a Current Report on Form 8-K, K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including conformed signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) Eastern Time on the 4th Trading Day immediately after following the Closing DateDate of Execution, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including a copy of this Note as an exhibit thereto, with the material terms of SEC within the transactions contemplated herebytime required by the 1934 Act. From and after the issuance filing of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (By 9:00 a.m., New York City time) , on the 4th Trading Day immediately after following the Closing Datedate hereof, the Company shall issue a Current Report on Form 8-K, press release (the “Press Release”) disclosing the all material terms of the transactions contemplated hereby. From On or before 5:30 p.m., New York City time, on the fourth Business Day immediately following the execution of this Agreement, the Company will file a Current Report on Form 8-K with the Commission describing the terms of the Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of including, without limitation, this Agreement and the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationRegistration Rights Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any the Purchaser or its investment advisoran Affiliate of the Purchaser, or include the name of any the Purchaser or its investment advisor an Affiliate of the Purchaser in any press release or filing with the Commission (other than the Registration Statement) or any regulatory agency or Trading Market, without the prior written consent of such the Purchaser, except: except (ai) as required by U.S. federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and or (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law law, request of the Commission’s staff or Trading Market regulations, in which case the Company shall provide the Purchasers Purchaser with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Press Release, no Purchaser shall be in possession of any material, non-public information received from the Company, any Subsidiary or any of their respective officers, directors, employees or agents, that is not disclosed in the Press Release. The Purchaser covenants that until such time as the transactions contemplated by this Agreement are required to be publicly disclosed by the Company as described in this Section 4.4, the Purchaser will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction); provided, however, any disclosure may be made by the Purchaser to the Purchaser’s representatives or agents, including, but not limited to, the Purchaser’s legal, tax and investment advisors. In addition, effective upon the issuance of the Press Release, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, Affiliates, employees or agents on the one hand, and the Purchaser or any of its Affiliates, on the other hand, shall terminate and be of no further force or effect.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th shall, within one Trading Day immediately after following the Closing Datedate hereof, issue a press release reasonably acceptable to the Purchasers disclosing the material terms of the transactions contemplated hereby, and, within three Trading Days following the date hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attaching the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 by 8:30 a.m. (New York City time) on the 4th (a) Trading Day immediately after following the Closing Datedate hereof, file a press release disclosing the material terms of the transactions contemplated hereby and (b) fourth Trading Day following the date hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From hereby and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attaching the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisor, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).. 

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City timea) on by the 4th Trading Day immediately after the Closing DateDisclosure Time, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K Transaction Documents required to be filed in accordance as exhibits thereto, with clause (i) of the preceding sentence, Commission within the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers time required by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsExchange Act. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior written consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the CompanyCompany (other than the press release described in the first sentence of this Section 4.4), which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b)) and reasonably cooperate with such Purchaser regarding such disclosure.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 shall, by 8:30 a.m. (New York City time) Eastern time on the 4th Trading Day immediately after third business day following the Closing Datedate of this Agreement, issue a press release or file a Current Report on Form 8-K, in each case reasonably acceptable to the Majority in Interest on behalf of the Purchasers, disclosing the material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Majority in Interest shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither none of the Company nor Company, the Majority in Interest, or any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to Company (in the case of any press release of or public statement proposed to be issued by the Majority in Interest or any Purchaser, ) or without the prior consent of each Purchaser, with respect to the Majority in Interest on behalf of the Purchasers (in the case of any press release of or public statement proposed to be issued by the Company), which consent shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationcommunication and consult with each other with respect thereto prior to such public disclosure. Notwithstanding the foregoing, other than as set forth above, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Marketstock exchange, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Market regulationsstock exchange regulation, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b)disclosure. Notwithstanding anything to the contrary, herein, the Purchasers consent to their name being disclosed in the exhibits in filings made by the Company with the Securities and Exchange Commission.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 8:30 a.m. (New York City time) on within four (4) Trading Days immediately following the 4th Trading Day immediately after the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby and (b) file a Current Report on Form 8-K with the Commission, including the Transaction Documents as exhibits thereto, within four Trading Days following the date hereof. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Purchaser by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any the Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such the Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Purchaser with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue file a Current Quarterly Report on Form 810-KQ for period ending September 30, disclosing 2019, including a copy of this Note as an exhibit thereto, with the material terms of SEC within the transactions contemplated herebytime required by the 1934 Act. From and after the issuance filing of such Current Report on Form 810-K to be filed in accordance with clause (i) of the preceding sentenceQ, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 5.00(j) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than shall, by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated hereby, and, within the time period required by the Securities Act, file a Form 8-K describing the transaction, and including the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the CompanyCompany (other than the press release described in the first sentence of this Section 4.4), which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on On or before the 4th fourth Trading Day immediately after following the Closing Dateexecution of this Agreement (or such earlier time as required by law), issue the Company will file a Current Report on Form 8-K, disclosing K with the material Commission describing the terms of the transactions contemplated hereby. From Transaction Documents (and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed in accordance with clause the material Transaction Documents (i) of the preceding sentenceincluding, without limitation, this Agreement, the Company represents to form of Warrant and the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationInvestors Rights Agreement)). Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisoran Affiliate of any Purchaser, or include the name of any Purchaser or its investment advisor an Affiliate of any Purchaser in any press release or filing with the Commission or any regulatory agency or Trading Market(other than the Registration Statement and other than as may be required in periodic and annual reports under the Exchange Act), without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Investors Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and or (bii) to the extent such disclosure is required by law or law, request of the Staff of the Commission, Trading Market regulationsregulations or request of the Trading Market Staff, in which case the Company shall provide the Purchasers Purchaser with prior written notice of such disclosure permitted under this clause subclause (bii). From and after the issuance of the Form 8-K, no Purchaser shall be in possession of any material, non-public information received from the Company or any of its respective officers, directors, employees or agents, that is not disclosed in the Form 8-K unless a Purchaser shall have executed a written agreement regarding the confidentiality and use of such information. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company as described in this Section 4.7, such Purchaser will maintain the confidentiality of the existence and terms of this transaction.

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on shall, promptly following the 4th Trading Day immediately after occurrence of the Closing, issue a press release substantially in the form approved by the Purchasers. On the Closing Date, issue the Company shall file a Current Report on Form 8-K, disclosing K with the material Commission (the "8-K FILING") describing the terms of the transactions contemplated hereby. From by the Transaction Documents substantially in the form approved by the Purchasers and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed the Transaction Documents, in accordance with clause (i) of the preceding sentenceform required by the Exchange Act. Thereafter, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to timely file any of the Purchasers filings and notices required by the Company Commission or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases applicable law with respect to the transactions contemplated herebyhereby and provide copies thereof to the Purchasers promptly after filing. Except as set forth in the previous sentence, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, nor the Purchasers will issue any press release or make any public statements with respect to any press release of any Purchaser, this Agreement or the transactions contemplated hereby without the prior written consent of each Purchaserthe other parties hereto, with respect except to any the extent such party reasonably believes such press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure public statement is required by law, applicable law or stock market regulations in which case the disclosing party shall promptly provide the other party with reasonable prior notice of such public statement statement, filing or other communication and an opportunity to review and comment on such public statement, filing or other communication. The Company shall not, and shall cause each of its respective officers, directors, employees and agents not to, provide any Purchaser with any material nonpublic information regarding the Company from and after the issuance of the above referenced press release without the express written consent of such Purchaser; PROVIDED, that the foregoing shall not apply with respect to any Purchaser that has a representative on the Company's Board of Directors. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, press release without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 issue and file the following, as applicable, by 8:30 a.m. Eastern time on the respective dates: (New York City timea) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release substantially in the form attached hereto as Exhibit J, and by the third Trading Day following the date hereof, file a Current Report on Form 8-K; (b) on the Trading Day following the Second Closing Date, disclosing issue a press release, and by the material terms of the transactions contemplated hereby. From and after the issuance of third Trading Day following such date file a Current Report on Form 8-K to be filed in accordance K; and (c) on the Trading Day following the date following closing with clause (i) of the preceding sentence, the Company represents respect to the Purchasers that it shall have publicly disclosed all materialConcurrent Offering Target, non-public information delivered to any of the Purchasers issue a press release, and by the Company or any third Trading Day following such date file a Current Report on Form 8-K; in each case disclosing the material terms of its such respective officerstransactions, directors, employees or agents in connection with the transactions contemplated and shall attach such Transaction Documents thereto as may be required by the Transaction Documentsapplicable regulations. The Company and each Purchaser Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither none of the Company nor or any Purchaser Holder shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any PurchaserHolder, or without the prior consent of each PurchaserHolder, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedwithheld, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorHolder, or include the name of any Purchaser or its investment advisor Holder in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such PurchaserHolder, except: except (ai) as required by federal securities law law, including, without limitation, in connection with (i) any the registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Holders with prior notice of such disclosure permitted under this clause subclause (bi) or (ii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. shall, by 5:30 p.m. (New York City time) on the 4th fourth Trading Day immediately after following the Closing Datedate hereof, issue disclose the material terms of the transactions contemplated hereby by either: (i) issuing a Current Report on Form 8-K, disclosing K regarding the material terms of the transactions contemplated hereby. From and after the issuance of such Current transaction; or (b) issuing its Annual Report on Form 810-K to be filed in accordance with clause (i) of the preceding sentencetransaction disclosed. In either case, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction DocumentsDocuments will be included as exhibits. The Company and each the Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any the Purchaser shall issue any such press release nor otherwise make any such public statement (other than in the Company's SEC Reports after the Closing Date or exhibits filed therewith) without the prior consent of the Company, with respect to any press release of any the Purchaser, or without the prior consent of each the Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, other than in connection with the Company's SEC Reports or disclosures to any regulatory agency or Trading Market that the Company determines are necessary or appropriate, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any Purchaser or its investment advisor the Purchaser, in any filing with the Commission press release or any regulatory agency or Trading Marketsimilar public statement, without the prior written consent of such the Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby and (b) file a Current Report on Form 8-K with the Commission, including the Transaction Documents as exhibits thereto, within four Trading Days following the date hereof. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Purchasers shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser of the Purchasers shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Purchasers, or without the prior consent of each Purchaserthe Major Purchasers, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ax) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (by) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers such Purchaser with prior notice of such disclosure permitted under this clause (by).

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) am Eastern Time on the 4th Trading Day immediately after following the Closing DateDate of Execution, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including a copy of this Note as an exhibit thereto, with the material terms of SEC within the transactions contemplated herebytime required by the 1934 Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than shall, by 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, press release disclosing the material terms of the transactions contemplated herebyhereby and of the Concurrent Private Placement. The Company shall, within four Business Days following the date hereof, file a Report on Form 6-K disclosing the material terms of the transactions contemplated hereby and of the Concurrent Private Placement, which Form 6-K shall include the Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) on the 4th Trading Day immediately after the Closing Date, issue file a Current Report on Form 8-K, disclosing K with the material terms of Commission within the transactions contemplated herebytime required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentenceThereafter, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Section 4.19 of this Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (shall, at or before 9:00 a.m., New York City time) Time, on the 4th first Trading Day immediately after the Closing Datefollowing execution of this Agreement, issue a press release and/or file or furnish a Current Report on Form 8-K, K with the SEC disclosing the all material terms of the transactions contemplated herebyhereby (collectively, the “Pricing Announcement”). From On the Closing Date, the Company shall file a Current Report on Form 8-K with the SEC (the “8-K Filing”) describing the terms of the transactions contemplated by the Transaction Documents and after the issuance of including as exhibits to such Current Report on Form 8-K such Transaction Documents as are required to be filed by the Exchange Act and the rules promulgated thereunder, in accordance the form required by the Exchange Act; provided, that the Company shall provide the Lead Investors with clause (i) of a reasonable opportunity to review and comment upon the preceding sentence8-K Filing prior to its filing on the Closing Date. Thereafter, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to timely file any of the Purchasers filings and notices required by the Company SEC or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases applicable law with respect to the transactions contemplated hereby, hereby and neither provide copies thereof to the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall Investors promptly provide the other party with prior notice of such public statement or communicationafter filing. Notwithstanding the foregoingExcept as herein provided, the Company shall not publicly disclose the name of any Purchaser or its investment advisorInvestor, or include the name of any Purchaser or its investment advisor Investor in any filing with the Commission or any regulatory agency or Trading Market, press release without the prior written consent of such PurchaserInvestor (which consent shall not be unreasonably withheld or delayed), except: (a) as unless otherwise required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law law, regulatory authority or Trading Market regulationsMarket. The Company shall not, in which case and the Company shall cause each of its officers, directors, employees and agents not to, provide any Investor with any material, non-public information regarding the Purchasers with Company from and after the Pricing Announcement without the express prior notice written consent of such disclosure permitted under this clause (b)Investor.

Securities Laws Disclosure; Publicity. The Company shall no later than shall, on or before 9:30 a.m. (a.m., New York City time) , on the 4th Trading Day immediately after next business day following the Closing Dateexecution of this Agreement, issue a Current Report on Form 8-K, press release acceptable to the Purchasers disclosing the all material terms of the transactions contemplated hereby. From In addition, the Company shall file a Current Report on Form 8-K with the Commission (the “8-K Filing”) within the time period required thereby describing the terms of the transactions contemplated by the Transaction Documents and after the issuance of including as exhibits to such Current Report on Form 8-K to be filed this Agreement and the form of Warrants, in accordance with clause (i) of the preceding sentenceform required by the Exchange Act. Thereafter, the Company represents shall timely file any filings and notices required by the Commission or applicable law with respect to the transactions contemplated hereby and provide copies thereof to the Purchasers that it shall have publicly disclosed all material, nonpromptly after filing. Except with respect to the 8-public information delivered K Filing and the press release referenced above (a copy of which will be provided to any of the Purchasers by for their review as early as practicable prior to its filing), the Company shall, at least two Trading Days prior to the filing or dissemination of any of its respective officersdisclosure required by this paragraph, directors, employees or agents in connection with provide a copy thereof to the transactions contemplated by the Transaction DocumentsPurchasers for their review. The Company and each Purchaser the Purchasers shall consult with each other in issuing any other press releases or otherwise making public statements or filings and other communications with the Commission or any regulatory agency or Trading Market with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser party shall issue any such press release nor or otherwise make any such public statement statement, filing or other communication without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayedother, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement statement, filing or other communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure. The Company shall not, and shall cause each of its Subsidiaries and its and each of their respective officers, directors, employees and agents not to, provide any Purchaser with any material nonpublic information regarding the Company or any of its Subsidiaries from and after the filing of the 8-K Filing without the express written consent of such Purchaser. Subject to the foregoing, neither the Company nor any Purchaser shall issue any press releases or any other public statements with respect to the transactions contemplated hereby; provided, however, that the Company shall be entitled, without the prior approval of any Purchaser, to make any press release or other public disclosure permitted under this with respect to such transactions (i) in substantial conformity with the 8-K Filing and contemporaneously therewith and (ii) as is required by applicable law and regulations (provided that in the case of clause (bi) each Purchaser shall be consulted by the Company in connection with any such press release or other public disclosure prior to its release).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (1) by 8:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-Kpress release, disclosing the material terms of the transactions contemplated hereby. From , and after (2) by 5:00 p.m. (New York City time) on the issuance of such Trading Day immediately following the date hereof, file a Current Report on Form 8-K to be filed in accordance with clause (i) the Commission disclosing the material terms of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by hereby, and attaching the Transaction DocumentsDocuments as exhibits thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than shall, by 3:30 p.m. (New York City time) on the date hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and, by 9:30 a.m. (New York City time) on the 4th Trading Business Day immediately after following the Closing Datedate hereof, issue shall file a Current Report on Form 8-K, disclosing and including the material terms of the transactions contemplated herebyTransaction Documents as exhibits thereto. From and after the issuance of such Current Report on press release and the filing of such Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated herebyhereby (other than with respect to the closing of the transaction contemplated by the Transaction Documents), and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) shall, by 5:00 p.m. Eastern time on the 4th 2nd Trading Day immediately after following the Closing Datedate hereof, issue a Current Report on Form 8-K, K disclosing the material terms of the transactions contemplated hereby. From , and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by attach the Transaction DocumentsDocuments thereto. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (iA) any registration statement contemplated by the Registration Rights Agreement and (iiB) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (bii) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bii).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 a.m. (New York City time) by 8:30 a.m., Eastern Daylight Time on the 4th Trading first Business Day immediately after following the Closing DateClosing, issue a press release (which shall be followed by a Form 8-K filing within one (1) Business Day thereafter) or file a Current Report on Form 8-K, in either case disclosing the all material terms of the transactions contemplated hereby. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers extent permitted by the Company or any of its respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documentsapplicable law. The Company and each Purchaser the Placement Agent shall consult with each other (and any Purchaser if so requested by such Purchaser) in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Placement Agent shall issue any such press release nor or otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Placement Agent, or without the prior consent of each Purchaserthe Placement Agent (or Purchaser(s), if so requested), with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (ai) as required by federal securities law in connection with (i) any registration statement the Registration Statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause subclause (bi) or (ii).

Securities Laws Disclosure; Publicity. The Company shall no later than shall, by 9:30 a.m. (New York City time) on the 4th first Trading Day immediately after the following each Closing Date, issue file a Current Report on Form 8-K including the Transaction Documents as exhibits thereto with the Commission (“Form 8-K, disclosing the material terms ”). A copy of the transactions contemplated herebyForm 8-K is annexed hereto as Exhibit J. Such Exhibit J will be identical to the Form 8-K which will be filed with the Commission except for the omission of signatures thereto by the Company and auditors providing the financial statements. From and after the issuance filing of such Current Report on the Form 8-K to be filed in accordance with clause (i) of the preceding sentenceK, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorPurchaser, or include the name of any Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading MarketMarket unless the name of such Purchaser is already included in the body of the Transaction Documents, without the prior written consent of such Purchaser, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b). The Company may file a Form 10-Q or Form S-1/A amendment to the Form S-1 in lieu of the Form 8-K provided such filing contains the content required to be included in the Form 8-K and the Form 10-Q or Form S-1/A is filed not later than one (1) Trading Day after the Form 8-K would otherwise have been filed.

Securities Laws Disclosure; Publicity. The Company shall no later than (a) by 9:30 a.m. (New York City time) Eastern Time on the 4th Trading Day immediately after following the Closing DateDate of Execution, issue a Current Report on press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Form 8-K, K Current Report (the “Current Report”) on XXXXX with the SEC disclosing the material terms of the transactions contemplated hereby. From and after the issuance filing of such the Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentence, the Company represents to the Purchasers Holder that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Holder by the Company Company, or any of its respective officers, directors, employees employees, or agents in connection with the transactions contemplated by the Transaction Documentsthis Note. The Company and each Purchaser the Holder shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Holder shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Holder, or without the prior consent of each Purchaserthe Holder, with respect to any press release of the Company, none of which consent consents shall not be unreasonably be withheld or withheld, delayed, denied, or conditioned except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Holder, or include the name of any Purchaser or its investment advisor the Holder in any filing with the Commission SEC or any regulatory agency or Trading Principal Market, without the prior written consent of such Purchaserthe Holder, except: (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) except to the extent such disclosure is required by law or Trading Principal Market regulations, in which case the Company shall provide the Purchasers Holder with prior notice of such disclosure permitted under hereunder. The Company agrees that this clause (b)is a material term of this Note and any breach of this Section 4.00(h) will result in a default of the Note.

Securities Laws Disclosure; Publicity. The Company shall no later than shall, at 9:30 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Datedate hereof, issue a press release and, on or before the second Trading Day following the date hereof, file a Current Report on Form 8-KK with the Commission, disclosing the material terms of the transactions contemplated hereby, and including applicable Transaction Documents as exhibits thereto. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Investor by the Company or any of its subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser the Investor shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser the Investor shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaserthe Investor, or without the prior consent of each Purchaserthe Investor, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Investor, or include the name of any Purchaser or its investment advisor the Investor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaserthe Investor, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents (including signature pages thereto) with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers Investor with prior notice of such disclosure permitted under this clause (b).

Securities Laws Disclosure; Publicity. The Company shall no later than 9:30 (a) by 9:00 a.m. (New York City time) on the 4th Trading Day immediately after following the Closing Date, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, disclosing including the material terms of Transaction Documents as exhibits thereto, with the transactions contemplated herebyCommission within the time required by the Exchange Act. From and after the issuance of such Current Report on Form 8-K to be filed in accordance with clause (i) of the preceding sentencepress release, the Company represents to the Purchasers Purchaser that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers Purchaser by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The In addition, effective upon the issuance of such press release, the Company acknowledges and each agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, agents, employees or Affiliates on the one hand, and the Purchaser shall consult or any of its Affiliates on the other hand, in connection with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser by this Agreement shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communicationterminate. Notwithstanding the foregoing, the The Company shall not publicly disclose the name of any Purchaser or its investment advisorthe Purchaser, or include the name of any the Purchaser or its investment advisor in any filing with the Commission or any regulatory agency or Trading Market, without the prior written consent of such Purchaser, except: except (a) as required by federal securities law in connection with (i) any registration statement contemplated by the Registration Rights Agreement and (ii) the filing of final Transaction Documents with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide the Purchasers with prior notice of such disclosure permitted under this clause (b).