Cooling Off Period; Non-Applicability Once Ownership Is Less Than Sample Clauses

Cooling Off Period; Non-Applicability Once Ownership Is Less Than. 19.9%. Notwithstanding any provision of Section 2.2, unless the parties agree otherwise in writing, (i) if the net proceeds of the Ruthigen Shares Transferred by Oculus in any Transfer consummated under Section 2.2(b) or 2.2(c) is less than $1,500,000 or no Transfer was consummated under Section 2.2(b) or 2.2(c), then Oculus shall wait at least three and one half months (105 days) following the consummation of such Transfer or the expiration of the Oculus Transfer Period, as the case may be, before Oculus may request another Transfer, (ii) if the net proceeds of the Ruthigen Shares Transferred by Oculus in any Transfer consummated under Section 2.2(b) or 2.2(c) is at least $1,500,000, then Oculus shall wait at least eight months following the consummation of such Transfer, before Oculus may request another Transfer, and (iii) following the expiration of the Registration Transfer Period, if any, then Oculus shall wait at least eight months following the consummation of such Transfer thereunder. Regardless of any other provision in this Section 2, if Oculus owns less than 19.9% of the issued and outstanding Common Stock and Oculus does not transfer or sell same pursuant to a registration statement under Section 2.2 or 2.3, then no restrictions under this Section 2 shall apply to Oculus’ disposition of such shares of Common Stock, other than those as may be imposed by law; provided that in case of such transfer or sale, Oculus shall consult in its discretion with the Ruthigen board of directors regarding same.