Common use of Subsequent Sales of Shares Clause in Contracts

Subsequent Sales of Shares. At any time on or before the 60th day following the Closing, the Company may sell up to the balance of the authorized shares of Series A Preferred Stock not sold at the Closing to such Persons as may be approved by the Board of Directors of the Company. All such sales shall be made on the terms and conditions set forth in this Agreement, including the representations and warranties set forth in Articles II and IV; PROVIDED, HOWEVER, that the purchase price per share shall be not less than the greater of (i) $25.50 and (ii) an amount equal to 1000% of the average closing sale price of the Common Stock on Nasdaq over the thirty trading days immediately preceding the closing of such sale; PROVIDED, FURTHER, that the Company may deliver a revised Disclosure Schedule to such additional purchasers, in which case the representations and warranties made by the Company to such additional purchasers shall be qualified by such revised Disclosure Schedule. Such sales shall be completed by delivery of (1) the required consideration, (2) a counterpart signature page to this Agreement, and (3) counterpart signature pages to any other agreements to which such subsequent purchaser is a party contemplated by this Agreement. Any shares of Series A Preferred Stock sold pursuant to this Section 1.4 shall be deemed to be "Purchased Shares" for all purposes under this Agreement and any purchasers thereof shall be deemed to be "Purchasers" for all purposes under this Agreement and the Schedule of Purchasers shall be amended to reflect such sales. The Company shall amend Schedule A to reflect such subsequent sales.

Subsequent Sales of Shares. At any time on or before the 60th day following the Closing, the Company may sell up to the balance of the authorized shares of Series A Preferred Stock not sold at the Closing to such Persons as may be approved by the Board of Directors of the Company. All such sales shall be made on the terms and conditions set forth in this Agreement, including the representations and warranties set forth in Articles II and IV; PROVIDEDprovided, HOWEVERhowever, that the purchase price per share shall be not less than the greater of (i) $25.50 and (ii) an amount equal to 1000% of the average closing sale price of the Common Stock on Nasdaq over the thirty trading days immediately preceding the closing of such sale; PROVIDEDprovided, FURTHERfurther, that the Company may deliver a revised Disclosure Schedule to such additional purchasers, in which case the representations and warranties made by the Company to such additional purchasers shall be qualified by such revised Disclosure Schedule. Such sales shall be completed by delivery of (1) the required consideration, (2) a counterpart signature page to this Agreement, and (3) counterpart signature pages to any other agreements to which such subsequent purchaser is a party contemplated by this Agreement. Any shares of Series A Preferred Stock sold pursuant to this Section 1.4 shall be deemed to be "Purchased Shares" for all purposes under this Agreement and any purchasers thereof shall be deemed to be "Purchasers" for all purposes under this Agreement and the Schedule of Purchasers shall be amended to reflect such sales. The Company shall amend Schedule A to reflect such subsequent sales.

Subsequent Sales of Shares. At Contingent upon the attainment by the Company of certain Milestones, as defined in Exhibit C attached hereto, as determined solely in the reasonable discretion of each Purchaser, each Purchaser shall have the option to purchase from the Company, severally and not jointly, the number of shares of Series A Stock set forth opposite such Purchaser's name under the heading "Second Closing" on Exhibit A. In the event that the Company has not, in the reasonable sole discretion of the Purchasers, attained the Milestones on or prior to January 4, 1999, the Purchasers shall have no further obligation to acquire any shares of Series A Stock. Each Purchaser may, at its sole option at any time on or before prior to January 4, 1999, purchase the 60th day following the Closing, the Company may sell up to the balance number of the authorized shares of Series A Preferred Stock set forth opposite such Purchaer's name under the heading "Second Closing" on Exhibit A, whether or not sold at the Closing to such Persons as may be approved by Company has attained the Board of Directors of the CompanyMilestones. All such sales shall be made on the terms and conditions set forth in this Agreement, including including, without limitation, satisfaction of the representations and warranties conditions to closing set forth in Articles II and IV; PROVIDED, HOWEVER, that the purchase price per share shall be not less than the greater of (i) $25.50 and (ii) an amount equal to 1000% of the average closing sale price of the Common Stock on Nasdaq over the thirty trading days immediately preceding the closing of such sale; PROVIDED, FURTHER, that the Company may deliver a revised Disclosure Schedule to such additional purchasers, in which case the representations and warranties made by the Company to such additional purchasers shall be qualified by such revised Disclosure Schedule. Such sales shall be completed by delivery of (1) the required consideration, (2) a counterpart signature page to this Agreement, and (3) counterpart signature pages to any other agreements to which such subsequent purchaser is a party contemplated by this AgreementSection 6 below. Any shares of Series A Preferred Stock sold pursuant to this Section 1.4 2.3 shall be deemed to be "Purchased Shares" for all purposes under this Agreement and any purchasers thereof shall be deemed to be "Purchasers" for all purposes under this Agreement and the Schedule of Purchasers shall be amended to reflect such sales. The Company shall amend Schedule A to reflect such subsequent salesAgreement.