Common use of Amended and Restated Certificate of Incorporation Clause in Contracts

Amended and Restated Certificate of Incorporation. Not later than July 31, 2014, the Company shall use its best efforts to cause its Certificate of Incorporation to be amended to increase the number of authorized shares of Common Stock of the Company to such number as shall be sufficient to permit the reservation in full of shares of Common Stock underlying all outstanding Derivative Securities (the “Charter Amendment”). Purchaser shall vote, and cause its Affiliates to vote, all shares of Capital Stock that are owned (or to the extent that any such shares are owned in “street name,” beneficially owned) by Purchaser or its Affiliates at any annual or special meeting of the Company’s stockholders or will vote for or render consent in writing in favor of the Charter Amendment.

Amended and Restated Certificate of Incorporation. Not later than July 31, 2014, the Company shall use its best efforts to cause its Certificate of Incorporation to be amended to increase the number of authorized shares of Common Stock of the Company to such number as shall be sufficient to permit the reservation in full of shares of Common Stock underlying all outstanding Derivative Securities (the “Charter Amendment”). Each Purchaser shall vote, and cause its Affiliates to vote, all shares of Capital Stock that are owned (or to the extent that any such shares are owned in “street name,” beneficially owned) by such Purchaser or its Affiliates at any annual or special meeting of the Company’s stockholders or will vote for or render consent in writing in favor of the Charter Amendment.