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 1(e), the total number of shares of Common Stock that may be issued under this Agreement, shall be limited to 19.99% of the Company’s outstanding shares of Common Stock as of the date hereof (the “Exchange Cap”), unless stockholder approval is obtained to issue more than such 19.99%. The Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction. Notwithstanding anything to the contrary in this Agreement or otherwise, the Company shall not be required or permitted to issue, and the Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would breach the Company’s obligations under 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.

Compliance with Principal Market Rules. Notwithstanding anything in this Agreement to the contrary, and in addition to the limitations set forth in Section 1(e2(e), the total number of Company shall not issue more than 7,692,308 shares (including the Commitment Shares) of Common Stock that may be issued (the “Stockholder Approved Exchange Cap”) under this Agreement, shall be limited to 19.99% of which amount was approved by the Company’s outstanding shares stockholders at the Company’s Annual Meeting of Common Stock as of the date hereof Stockholders on November 2, 2023 pursuant to Nasdaq Marketplace Rules 5635(a),(b), and (the “Exchange Cap”d), unless further stockholder approval is obtained to issue more than such 19.99%. The in excess of the Stockholder Approved Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transactionCap. Notwithstanding anything to the contrary in this Agreement or otherwiseforegoing, the Company shall not be required or permitted to issue, and the Buyer Investor shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would breach the Company’s obligations under 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% 7,692,308 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 Stockholder Approved 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, unless permitted by the applicable rules and in addition to regulations of the limitations set forth in Section 1(e)Principal Market, the total number of shares of Common Stock that may be issued under this Agreement, shall be limited to 19.99% not exceed the aggregate number of the Company’s outstanding shares of Common Stock as which the Company may issue upon without breaching the Company’s obligations under the rules or regulations of the date hereof Principal Market (the number of shares which may be issued without violating such rules and regulations, the “Exchange Cap”). Notwithstanding the foregoing, unless stockholder such limitation shall not apply in the event that the Company obtains the approval is obtained to issue more than of its stockholders as required by the applicable rules of the Principal Market for issuances of shares of Common Stock in excess of such 19.99%. The amount the Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction. Notwithstanding anything to the contrary in this Agreement or otherwise, the Company shall not be required or permitted to issue, and the Buyer shall not be required to purchase, any shares of Common Stock under this Agreement if such issuance would breach the Company’s obligations under 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 than is permitted by the Exchange Cap if such issuance would require stockholder approval under the rules or regulations of the Principal Market.