Common use of Dilutive Effect Clause in Contracts

Dilutive Effect. The Company understands and acknowledges that the number of Shares issuable upon conversion of the Note and the Other Notes and upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, its obligation to issue Shares upon conversion of the Note and upon exercise of the Warrants in accordance with this Agreement, the Note and the Warrants are, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect effect, which may be substantial, that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note and Notes and/or the Other Notes and number of Warrant Shares issuable upon exercise of the Warrants and Warrants, pursuant to the Other Warrants terms thereof, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject that its obligations to issue the Underlying Shares pursuant to the terms and conditions of the Transaction Documents, its obligation to issue Shares upon conversion of the Note Notes and upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Notes and Warrants are, in each case, is absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement, the Notes and the Indenture and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company, subject to the provisions of the Transaction Documents and applicable law.

Dilutive Effect. The Company understands and acknowledges that the ---------------- number of Conversion Shares issuable upon conversion of the Note and Notes, and, the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants Warrants, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue Warrants or the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants Warrant will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note in accordance with this Agreement and the Note and its obligation to issue the Warrant Shares upon exercise of the Warrants Warrant in accordance with this Agreement, the Note Agreement and the Warrants areWarrant, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion pursuant to terms of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion pursuant to the terms of the Note Notes in accordance with this Agreement and upon exercise the Notes and the Warrant Shares pursuant to the terms of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Underlying Shares issuable upon conversion of the Convertible Note and the Other Notes and upon exercise of the Warrants and Warrant, pursuant to the Other Warrants terms thereof, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject that its obligations to issue Underlying Shares pursuant to the terms and conditions of the Transaction Documents, its obligation to issue Shares upon conversion of the Convertible Note and upon exercise of the Warrants Warrant in accordance with this Agreement, the Convertible Note and the Warrants are, in each case, Warrant is absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Initial Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants are, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Warrants and the Warrants areWarrant Agreement is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and number of Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areWarrants, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Note Shares and Warrant Shares issuable upon conversion of the Note and the Other Notes and upon exercise of the Warrants and the Other Warrants Warrants, respectively, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue the Note Shares and Warrant Shares upon conversion of the Note Shares and upon exercise of the Warrants Warrants, respectively, in accordance with this Agreement, the Note Notes and the Warrants areWarrants, as applicable, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligations to issue the Warrant Shares upon the exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areWarrants, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.. TABLE OF CONTENTS (continued) Page (ff)

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note and Notes, and, the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Note Shares and/or Warrant Shares issuable upon conversion of the Note and the Other Notes and upon or exercise of the Warrants and Warrant, as the Other Warrants case may be, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue the Note Shares and Warrant Shares upon conversion of the Note and upon and/or exercise of the Warrants Warrant in accordance with this Agreement, the Note and the Warrants areWarrant is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that (i) the number of Conversion Shares issuable upon conversion of the Note and the Other Notes and upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstancescircumstances and (ii) the Company’s board of directors determined that the transactions contemplated by the Transaction Documents are in the best interests of the Company’s stockholders. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note and upon exercise all or a portion of the Warrants Notes in accordance with this Agreement, the Note Agreement and the Warrants are, in each case, Notes is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Convertible Note and the Other Notes and upon exercise of the Warrants and the Other Warrants Warrants, respectively, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, agrees that its obligation to issue Conversion Shares and Warrant Shares upon conversion of the Convertible Note and upon exercise of the Warrants Warrants, respectively, in accordance with this Agreement, the Note Convertible Note, and the Warrants areWarrants, in each caseas applicable, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion pursuant to terms of the Note Notes and the Other Notes and upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue (i) Conversion Shares upon conversion pursuant to the terms of the Note Notes in accordance with this Agreement and upon exercise the Notes and (ii) Warrant Shares pursuant to the terms of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areWarrants, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Note Shares issuable upon conversion of the Note Notes and the Other Notes and number of Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Note Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants Warrants, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and number of Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areis, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Note and the Other Convertible Notes and upon exercise of the Warrants and the Other Warrants Warrants, respectively, will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, agrees that its obligation to issue Conversion Shares and Warrant Shares upon conversion of the Note Convertible Notes and upon exercise of the Warrants Warrants, respectively, in accordance with this Agreement, the Note Convertible Notes, and the Warrants areWarrants, in each caseas applicable, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that --------------- the number of Conversion Shares issuable upon conversion of the Note and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants Warrant will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note and upon exercise of the Warrants in accordance with this Agreement, Agreement and its obligations to issue the Note Warrant Shares upon the exercise of the Warrant in accordance with this Agreement and the Warrants areWarrant, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.

Dilutive Effect. The Company understands and acknowledges that the ---------------- number of Conversion Shares issuable upon conversion of the Note and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants Warrant will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note and upon exercise of the Warrants in accordance with this Agreement, Agreement and its obligations to issue the Note Warrant Shares upon the exercise of the Warrant in accordance with this Agreement and the Warrants areWarrant, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.. (ae)

Dilutive Effect. The Company understands and acknowledges --------------- that the number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areWarrants, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.. (h)

Dilutive Effect. The Company understands and acknowledges that the --------------- number of Conversion Shares issuable upon conversion of the Note Notes and the Other Notes and Warrant Shares issuable upon exercise of the Warrants and the Other Warrants will be substantial and may increase in certain circumstances. The Company further acknowledges that, subject to the terms and conditions of the Transaction Documents, that its obligation to issue Conversion Shares upon conversion of the Note Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Note Agreement and the Warrants areWarrant is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.