Common use of Compliance with Principal Market Rules Clause in Contracts

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f), the Company shall not issue more than 5,977,642 shares (including the Commitment Shares) of Common Stock (the “Exchange Cap”) under this Agreement, which equals 19.99% of the Company’s outstanding shares of Common Stock as of the date hereof, unless stockholder approval is obtained to issue in excess of the Exchange Cap; provided, however, that the foregoing limitation shall not apply if at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares of Common Stock issued under this Agreement is equal to or greater than $0.3342 (the “Minimum Price”), a price equal to the lower of (i) the Nasdaq Official Closing Price immediately preceding the execution of this Agreement or (ii) the arithmetic average of the five (5)

Appears in 1 contract

Samples: Purchase Agreement (Unum Therapeutics Inc.)

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Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f), the Company shall not issue more than 5,977,642 shares (117,915,853 Ordinary Shares under this Agreement, including the Commitment SharesShares (which represent 2,203,812 Ordinary Shares of the Company) of Common Stock (the “Exchange Cap”) under this Agreement), which equals 19.99% of the Company’s outstanding shares of Common Stock Ordinary Shares as of the date hereof, unless stockholder shareholder approval is obtained to issue in excess of the Exchange Cap; provided, however, that the foregoing limitation shall not apply if at any time the Exchange Cap is reached and at all times thereafter the average price Average Price paid for all shares of Common Stock Ordinary Shares issued under this Agreement is equal to or greater than a price that is the quotient of (i) $0.3342 1.9674 (the “Minimum Price”), a price equal to the lower of (iA) the Nasdaq Official Closing Price immediately preceding the execution of this Agreement or (iiB) the arithmetic average of the five (5)

Appears in 1 contract

Samples: Purchase Agreement (Stealth BioTherapeutics Corp)

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f), the Company shall not issue more than 5,977,642 7,763,411 shares (including the Commitment Shares) of Common Stock (the “Exchange Cap”) under this Agreement, which equals 19.99% of the Company’s outstanding shares of Common Stock as of the date hereof, unless stockholder approval is obtained to issue in excess of the Exchange Cap; provided, however, that the foregoing limitation shall not apply if at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares of Common Stock issued under this Agreement is equal to or greater than $0.3342 3.9755 (the “Minimum Price”), a price equal to the lower of (i) the Nasdaq Official Closing Price immediately preceding the execution of this Agreement or (ii) the arithmetic average of the five (5)

Appears in 1 contract

Samples: Purchase Agreement Purchase Agreement (Venus Concept Inc.)

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Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f), the Company shall not issue more than 5,977,642 2,362,497 shares (including the Commitment Shares) of Common Stock (the “Exchange Cap”) under this Agreement, which equals 19.99% of the Company’s outstanding shares of Common Stock as of the date hereof, unless stockholder approval is obtained to issue in excess of the Exchange Cap; provided, however, that the foregoing limitation shall not apply if at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares of Common Stock issued under this Agreement is equal to or greater than $0.3342 2.9769 (the “Minimum Price”), a price equal to the lower of (i) the Nasdaq Official Closing Price immediately preceding the execution of this Agreement or (ii) the arithmetic average of the five (5)

Appears in 1 contract

Samples: Purchase Agreement Purchase Agreement (Histogen Inc.)

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