Common use of Additional Rights and Obligations Clause in Contracts

Additional Rights and Obligations. If the Company issues securities in its next preferred equity financing after the date hereof (the “Next Financing”) that (a) have rights, preferences or privileges that are more favorable than the terms of the Securities, such as price-based anti-dilution protection, or (b) provide all such future investors in the Next Financing contractual terms such as registration rights, the Company shall provide substantially equivalent rights to the Subscriber with respect to the Securities (with appropriate adjustment for economic terms or other contractual rights), through the Subscriber’s proxy (if applicable), subject to the Subscriber’s execution of any documents, including, if applicable, investor rights, co-sale, voting, and other agreements, executed by the investors purchasing securities in the Next Financing (such documents, the “Next Financing Documents”), provided that certain rights may be reserved for investors with a minimum amount of investment in such Next Financing. Notwithstanding anything herein to the contrary, upon the execution and delivery of the Next Financing Documents by subscribers holding a majority of the then-outstanding Securities, this Subscription Agreement (excluding any then-existing and outstanding obligations) shall be automatically amended and restated by and into such Next Financing Documents and shall be terminated and of no further force or effect.

Additional Rights and Obligations. If the Company issues securities in its next preferred equity financing (other than a transaction with a strategic partner that involves a financing) within 180 days after the date hereof (the “Next Financing”) that (a) have rights, preferences or privileges that are more favorable than the terms of the Securities, such as price-based anti-dilution protection, or (b) provide all such future investors in the Next Financing other contractual terms such as registration rights, the Company shall provide substantially equivalent rights to the Subscriber with respect to the Securities (with appropriate adjustment for economic terms or other contractual rights), through the Subscriber’s proxy (if applicable), subject to the such Subscriber’s execution of any documents, including, if applicable, investor rights, co-sale, voting, and other agreements, executed by the investors purchasing securities in the Next Financing (such documents, the “Next Financing Documents”), provided that certain rights may be reserved for investors with a minimum amount of investment in such Next Financing. Notwithstanding anything herein to the contrary, upon the execution and delivery of the Next Financing Documents by subscribers Subscriber holding a majority of the then-outstanding Securities, this Subscription Agreement (excluding any then-existing and outstanding obligations) shall be automatically amended and restated by and into such Next Financing Documents and shall be terminated and of no further force or effect.

Additional Rights and Obligations. If the Company issues securities in its next preferred equity financing after the date hereof (the “"Next Financing”") that (a) have rights, preferences or privileges that are more favorable than the terms of the Securitiesshares of Series B Preferred Stock, such as price-price based anti-dilution protection, or (b) provide all such future investors in the Next Financing other contractual terms such as registration rights, the Company shall provide substantially equivalent rights to the Subscriber Purchasers with respect to the Securities shares of Series B Preferred Stock (with appropriate adjustment for economic terms or other contractual rights), through the Subscriber’s proxy (if applicable), subject to the Subscriber’s such Purchaser's execution of any documents, including, if applicable, investor rights, co-sale, voting, and other agreements, executed by the investors purchasing securities in the Next Financing (such documents, the “"Next Financing Documents”"), provided that certain rights may be reserved for investors with a minimum amount of investment in such Next Financing. Notwithstanding anything herein to the contrary, subject to the provisions of Section 8.2, upon the execution and delivery of the Next Financing Documents by subscribers Purchasers holding a majority of the then-then outstanding Securitiesshares of Series B Preferred Stock held by all Purchasers, this Subscription Agreement (excluding any then-existing and outstanding obligations) shall be automatically amended and restated by and into such Next Financing Documents and shall be terminated and of no further force or effect.

Additional Rights and Obligations. If the Company issues securities in its next preferred equity financing after the date hereof (the “"Next Financing”") that (a) have rights, preferences or privileges that are more favorable than the terms of the Securitiesshares of Series C Preferred Stock, such as price-price based anti-dilution protection, or (b) provide all such future investors in the Next Financing other contractual terms such as registration rights, the Company shall provide substantially equivalent rights to the Subscriber Purchasers with respect to the Securities shares of Series C Preferred Stock (with appropriate adjustment for economic terms or other contractual rights), through the Subscriber’s proxy (if applicable), subject to the Subscriber’s such Purchaser's execution of any documents, including, if applicable, investor rights, co-sale, voting, and other agreements, executed by the investors purchasing securities in the Next Financing (such documents, the “"Next Financing Documents”"), provided that certain rights may be reserved for investors with a minimum amount of investment in such Next Financing. Notwithstanding anything herein to the contrary, subject to the provisions of Section 8.2, upon the execution and delivery of the Next Financing Documents by subscribers Purchasers holding a majority of the then-then outstanding Securitiesshares of Series C Preferred Stock held by all Purchasers, this Subscription Agreement (excluding any then-existing and outstanding obligations) shall be automatically amended and restated by and into such Next Financing Documents and shall be terminated and of no further force or effect.

Additional Rights and Obligations. If the Company issues securities in its next preferred equity financing after the date hereof (the “Next Financing”) that (a) have rights, preferences or privileges that are more favorable than the terms of the Securitiesshares of Series A Preferred Stock, such as price-based anti-dilution protection, or (b) provide all such future investors in the Next Financing other contractual terms such as registration rights, the Company shall provide substantially equivalent rights to the Subscriber Purchasers with respect to the Securities shares of Series A Preferred Stock (with appropriate adjustment for economic terms or other contractual rights), through the Subscriber’s proxy (if applicable), subject to the Subscribersuch Purchaser’s execution of any documents, including, if applicable, investor rights, co-sale, voting, and other agreements, executed by the investors purchasing securities in the Next Financing (such documents, the “Next Financing Documents”), provided that certain rights may be reserved for investors with a minimum amount of investment in such Next Financing. Notwithstanding anything herein to the contrary, subject to the provisions of Section 7.11, upon the execution and delivery of the Next Financing Documents by subscribers Purchasers holding a majority of the then-outstanding Securitiesshares of Series A Preferred Stock held by all Purchasers, this Subscription Agreement (excluding any then-existing and outstanding obligations) shall be automatically amended and restated by and into such Next Financing Documents and shall be terminated and of no further force or effect.