Common use of Certain Limitations Clause in Contracts

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 9 contracts

Samples: Common Stock Purchase Agreement (Embark Technology, Inc.), Common Stock Purchase Agreement (Kludein I Acquisition Corp), Common Stock Purchase Agreement (Lucid Diagnostics Inc.)

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Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 8 contracts

Samples: Common Stock Purchase Agreement (AEye, Inc.), Common Stock Purchase Agreement (Boxed, Inc.), Common Stock Purchase Agreement (IronNet, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not not: (ai) exceed the applicable VWAP Purchase Maximum Amount, ; (bii) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, ; or (ciii) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (ciii), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Interactive Strength, Inc.), Common Stock Purchase Agreement (Expion360 Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless unless, in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Biotech Acquisition Co)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable Fixed Purchase Notice and the applicable VWAP Purchase Notice (as applicable) shall not (a) exceed the applicable Fixed Purchase Maximum Amount and the VWAP Purchase Maximum Amount, respectively, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.33.4) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Gaucho Group Holdings, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Nikola Corp)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable Fixed Purchase Notice and the applicable VWAP Purchase Notice (as applicable) shall not (a) exceed the applicable Fixed Purchase Maximum Amount and the VWAP Purchase Maximum Amount, respectively, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.33.4) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (SCWorx Corp.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) without the Investor’s express written agreement, exceed the applicable VWAP Purchase Maximum Commitment Amount, (b) without the Investor’s express written agreement, cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless (in the case of this clause (c)), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Chef Purchase Agreement (Senti Biosciences, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (ai) exceed the applicable VWAP Purchase Maximum Amount, (bii) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (ciii) cause the Exchange Cap (to the extent applicable under Section 3.32.3) to be exceeded, unless in the case of this clause subclause (ciii), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market, or (iv) cause the Company to issue Securities in excess of the Baby Shelf Rule.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Myomo, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless (in the case of this clause (c), unless ) the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Tuatara Capital Acquisition Corp)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.32.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Verb Technology Company, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not not: (ai) exceed the applicable VWAP Purchase Maximum Amount, ; (bii) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, ; or (ciii) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (ciii), unless the Company’s stockholders have theretofore approved the issuance of Class A Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market or applicable Eligible Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Inspire Veterinary Partners, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (ai) exceed the applicable VWAP Purchase Maximum Amount, (bii) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (ciii) cause the Exchange Cap (to the extent applicable under Section 3.32.3) to be exceeded, unless in the case of this clause (ciii), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Super League Gaming, Inc.)

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Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (ai) exceed the applicable VWAP Purchase Maximum Amount, (bii) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (ciii) cause the Exchange Cap (to the extent applicable under Section 3.32.3) to be exceeded, unless in the case of this clause (ciii), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market, or (iv) cause the Company to issue Securities in excess of the Baby Shelf Rule.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Myomo, Inc.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.33.4) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Nikola Corp)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Inflection Point Acquisition Corp.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.. ​

Appears in 1 contract

Samples: Common Stock Purchase Agreement (ACE Convergence Acquisition Corp.)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders shareholders have theretofore approved the issuance of Common Stock Ordinary Shares under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Ordinary Share Purchase Agreement (TH International LTD)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.. (ix)

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Wejo Group LTD)

Certain Limitations. The issuance and sale of the Shares issuable pursuant to the applicable VWAP Purchase Notice shall not (a) exceed the applicable VWAP Purchase Maximum Amount, (bShare Amount,(b) cause the Aggregate Limit or the Beneficial Ownership Limitation to be exceeded, or (c) cause the Exchange Cap (to the extent applicable under Section 3.3) to be exceeded, unless in the case of this clause (c), unless the Company’s stockholders have theretofore approved the issuance of Common Stock under this Agreement in excess of the Exchange Cap in accordance with the applicable rules of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Delwinds Insurance Acquisition Corp.)

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