Common use of No Net Short Position Clause in Contracts

No Net Short Position. The Purchaser agrees that neither it, any Person acting at the request or direction of the Purchaser, nor any Affiliate, will enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the date that the Purchaser no longer holds any Shares. For purposes of this Section 4.12, a “Short Sale” by the Purchaser shall mean a sale of Common Stock by the Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by the Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by the Purchaser, Shares that have not yet been converted or exercised pursuant to the Certificate of Designations or the Warrants shall be deemed to be held long by the Purchaser, and the amount of shares of Common Stock held in a long position shall be all Shares held by the Purchaser on such date, plus any shares of Common Stock otherwise then held by the Purchaser. Additionally, the Purchaser understands and acknowledges that the Commission currently takes the position that coverage of short sales of shares of the Common Stock “against the box” prior to the Effective Date of the Registration Statement with the Shares purchased hereunder is a violation of Section 5 of the Securities Act, as set forth in Item 65, Section 5 under Section A, of the Manual of Publicly Available Telephone Interpretations, dated July 1997, compiled by the Office of Chief Counsel, Division of Corporation Finance. Accordingly, the Purchaser hereby agrees not to use any of the Shares to directly cover any short sales made prior to the Effective Date.

No Net Short Position. The Each Purchaser agrees agrees, severally and not jointly with any other Purchasers, that neither it, they or any Person acting at the request or direction of the Purchaser, nor any Affiliate, will not enter into any Short Sales (as hereinafter defined) from the period commencing on the Closing Date and ending on the date that the such Purchaser no longer holds any Shares. For purposes of this Section 4.124.13, a “"Short Sale” " by the any Purchaser shall mean a sale of Common Stock by the such Purchaser that is marked as a short sale and that is made at a time when there is no equivalent offsetting long position in Common Stock held by the such Purchaser. For purposes of determining whether there is an equivalent offsetting long position in Common Stock held by the Purchaser, Warrant Shares that have not yet been converted or exercised pursuant to the Certificate of Designations or the Warrants shall be deemed to be held long by the Purchaser, and the amount of shares of Common Stock held in a long position shall be all Shares and Warrant Shares (ignoring any exercise limitations included therein) held by the such Purchaser on such date, plus any shares of Common Stock otherwise then held by the such Purchaser. Additionally, the each Purchaser understands and acknowledges acknowledges, severally and not jointly with any other Purchaser, that the Commission SEC currently takes the position that coverage of short sales of shares of the Common Stock “"against the box” " prior to the Effective Date of the Registration Statement with the Shares purchased hereunder is a violation of Section 5 of the Securities Act, as set forth in Item 65, Section 5 under Section A, of the Manual of Publicly Available Telephone Interpretations, dated July 1997, compiled by the Office of Chief Counsel, Division of Corporation Finance. Accordingly, the each Purchaser hereby agrees not to use any of the Shares to directly cover any short sales made prior to the Effective Date.