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 8,893,565 shares (including the Commitment Shares (as defined below in Section 5(e)) 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 shareholder approval is obtained to issue in excess of the Exchange Cap. Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

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 8,893,565 20,660,880 shares (including the Commitment Shares (as defined below in Section 5(e)) 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 shareholder approval is obtained to issue in excess of the Exchange Cap. Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f1(e), the Company shall not issue more than 8,893,565 total number of shares (of Common Stock that may be issued under this Agreement, including the Commitment Shares (as defined below in Section 5(e4(e) hereof)) , shall be limited to 1,689,317 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 shareholder stockholder approval is obtained to issue more than such 19.99%. The foregoing limitation shall not apply if stockholder approval has not been obtained and at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares issued under this Agreement is equal to or greater than $6.56 (the “Minimum Price”), a price equal to the Closing Sale Price on the Business Day prior to the date hereof (in excess such circumstance, for purposes of the Principal Market, the transaction contemplated hereby would not be “below market” and the Exchange CapCap would not apply). Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f1(e), the Company shall not issue more than 8,893,565 total number of shares (of Common Stock that may be issued under this Agreement, including the Commitment Shares (as defined below in Section 5(e4(e) hereof)) , shall be limited to 15,521,706 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 shareholder stockholder approval is obtained to issue more than such 19.99%. The foregoing limitation shall not apply if stockholder approval has not been obtained and at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares issued under this Agreement is equal to or greater than $0.34, a price equal to the Closing Sale Price on the Business Day prior to the date hereof (in excess such circumstance, for purposes of the Principal Market, the transaction contemplated hereby would not be “below market” and the Exchange CapCap would not apply). Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if (1) such issuance would violate breach the Company's obligations under the rules or regulations of the Principal MarketMarket or (2) such shares of Common Stock are not duly authorized by the Company and available at the time of issuance. The Company maywill, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal MarketStock.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f1(e), the Company shall not issue more than 8,893,565 total number of shares (of Common Stock that may be issued under this Agreement, including the Commitment Shares (as defined below in Section 5(e4(e) hereof)) , shall be limited to 2,833,519 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 shareholder stockholder approval is obtained to issue more than such 19.99%. The foregoing limitation shall not apply if stockholder approval has not been obtained and at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares issued under this Agreement is equal to or greater than $9.55 (the “Minimum Price”), a price equal to the Closing Sale Price on the date hereof (in excess such circumstance, for purposes of the Principal Market, the transaction contemplated hereby would not be “below market” and the Exchange CapCap would not apply). Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f1(e), the Company shall not issue more than 8,893,565 total number of shares (of Common Stock that may be issued under this Agreement, including the Commitment Shares (as defined below in Section 5(e4(e) hereof)) , shall be limited to 3,528,199 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 shareholder stockholder approval is obtained to issue more than such 19.99%. The foregoing limitation shall not apply if stockholder approval has not been obtained and at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares issued under this Agreement is equal to or greater than $1.98 (the “Minimum Price”), a price equal to the Closing Sale Price on the Business Day prior to the date hereof (in excess such circumstance, for purposes of the Principal Market, the transaction contemplated hereby would not be “below market” and the Exchange CapCap would not apply). Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 2(f1(e), the Company shall not issue more than 8,893,565 total number of shares (of Common Stock that may be issued under this Agreement, including the Commitment Shares (as defined below in Section 5(e4(e) hereof)) , shall be limited to 4,106,071 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 shareholder stockholder approval is obtained to issue more than such 19.99%. The foregoing limitation shall not apply if stockholder approval has not been obtained and at any time the Exchange Cap is reached and at all times thereafter the average price paid for all shares issued under this Agreement is equal to or greater than $2.30, a price equal to the Closing Sale Price on the Business Day prior to the date hereof (in excess such circumstance, for purposes of the Principal Market, the transaction contemplated hereby would not be “below market” and the Exchange CapCap would not apply). Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.

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 8,893,565 10,598,099 shares (including the Commitment Shares (as defined below in Section 5(e)) 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 shareholder approval is obtained to issue in excess of the Exchange Cap. Notwithstanding the foregoing, the Company shall not be required or permitted to issue, and the Investor shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would violate the rules or regulations of the Principal Market. The Company may, in its sole discretion, determine whether to obtain stockholder approval to issue more than 19.99% of its outstanding shares of Common Stock hereunder if such issuance would require stockholder approval under the rules or regulations of the Principal Market. The Exchange Cap shall be reduced, on a share-for-share basis, by the number of shares of Common Stock issued or issuable that may be aggregated with the transactions contemplated by this Agreement under applicable rules of the Principal Market.