OVERALL LIMIT ON COMMON STOCK ISSUABLE Sample Clauses

OVERALL LIMIT ON COMMON STOCK ISSUABLE. Notwithstanding anything contained herein to the contrary, if during the Open Period the Company becomes listed on an exchange that limits the number of shares of Common Stock that may be issued without shareholder approval, then the number of Shares issuable by the Company and purchasable by the Investor, shall not exceed that number of the shares of Common Stock that may be issuable without shareholder approval (the "Maximum Common Stock Issuance"). If such issuance of shares of Common Stock could cause a delisting on the Principal Market, then the Maximum Common Stock Issuance shall first be approved by the Company's shareholders in accordance with applicable law and the By-laws and Amended and Restated Certificate of Incorporation of the Company, if such issuance of shares of Common Stock could cause a delisting on the Principal Market. The parties understand and agree that the Company's failure to seek or obtain such shareholder approval shall in no way adversely affect the validity and due authorization of the issuance and sale of Securities or the Investor's obligation in accordance with the terms and conditions hereof to purchase a number of Shares in the aggregate up to the Maximum Common Stock Issuance limitation, and that such approval pertains only to the applicability of the Maximum Common Stock Issuance limitation provided in this Section 2(H).
OVERALL LIMIT ON COMMON STOCK ISSUABLE. At such time as the Borrower again becomes subject to rules or regulations of a Principal Market which requires the Borrower to receive shareholder approval of the issuance of shares of Common Stock pursuant to the terms of this Note, the number of shares of Common Stock issuable by the Borrower and acquirable by the Holder, shall not exceed 19.9% of the number of shares of Common Stock outstanding on the Closing Date or such other limit imposed by such rules or regulations of a Principal Market, subject to appropriate adjustment for stock splits, stock dividends, or other similar recapitalizations affecting the Common Stock (the "MAXIMUM COMMON STOCK ISSUANCE"), unless the issuance of shares hereunder in excess of the Maximum Common Stock Issuance shall first be approved by the Borrower's shareholders. If the Borrower becomes subject to rules or regulations of a Principal Market such that the limitations imposed by the previous sentence become effective, then at any point in time and from time to time (each, a "TRIGGER DATE") the number of shares of Common Stock issued pursuant to conversion of the Note, together with the number of shares of Common Stock that would then be issuable by the Borrower in the event of the conversion of the entire Note, would exceed the Maximum Common Stock Issuance but for this Section, then the Borrower shall, at the Borrower's election, either (a) promptly call a shareholders meeting to obtain shareholder approval for the issuance of the shares of Common Stock hereunder in excess of the Maximum Common Stock Issuance, which such shareholder approval shall be obtained within 60 days of the Trigger Date, or (b) purchase from the Holder for cash such principal amount of the Note plus accrued interest and fees which cannot be converted due to such Maximum Common Stock Issuance limitation, which such cash payment shall be paid within five (5) business days after a Trigger Date if this clause (b) is elected, or, if clause (a) is elected, five (5) business days following the Borrower's failure to so obtain shareholder approval the Borrower shall pay to the Holder an amount equal to the MCSI payment multiplied by 105%, as the case may be. The Borrower shall make such election within three (3) business days following the Trigger Date by giving written notice to the Holder."
OVERALL LIMIT ON COMMON STOCK ISSUABLE. Notwithstanding anything contained herein to the contrary, if the Company is no longer listed on the OTC electronic bulleting board, the number of Shares issuable by the Company and purchasable by the Investor including the shares of Common Stock issuable in connection with the warrants issuable hereunder, shall not exceed 19.99% of the shares of Common Stock outstanding as of the date hereof, subject to appropriate adjustment for stock splits, stock dividends, combinations or other similar recapitalization affecting the Common Stock (the "MAXIMUM COMMON STOCK ISSUANCE"), unless the issuance of Shares, including any Common Stock to be issued in connection with Warrants that may be issuable hereunder, in excess of the Maximum Common Stock Issuance shall first be approved by the Company's shareholders in accordance with applicable law and the By-laws and Articles of Incorporation of the Company, if such issuance of shares of Common Stock could
OVERALL LIMIT ON COMMON STOCK ISSUABLE. Notwithstanding anything contained herein to the contrary, the number of shares of Common Stock issuable by the Company and acquirable by the Holder, together the number of shares issued under the Settlement Agreement, shall not exceed the amount which would constitute a breach of the Company’s obligations under the rules or regulations of the Principal Market upon which the Common Stock is or becomes traded (the “Cap Regulations”), and in such case, the Company shall promptly call a shareholders meeting to obtain shareholder approval for the issuance of shares of Common Stock hereunder in excess of such Cap Regulations.
OVERALL LIMIT ON COMMON STOCK ISSUABLE. Notwithstanding anything contained herein or in the Certificate or Warrants to the contrary, the number of Common Shares issuable by the Company and acquirable by the Investor hereunder and pursuant to conversion of the Preferred Shares and exercise of the Warrants shall not exceed 19.9% of the shares of
OVERALL LIMIT ON COMMON STOCK ISSUABLE. Notwithstanding anything herein or in the Notes to the contrary, the Company may not issue, upon conversion of the Notes, more than 14,524,000 shares of Common Stock (the “Issuable Maximum”) in the aggregate (such figure to be appropriately and equitably adjusted for any stock splits and similar events). Each Holder of Notes shall be entitled to a portion of the Issuable Maximum equal to the quotient obtained by dividing (x) the aggregate principal amount of the Notes issued and sold to such Holder by (y) the aggregate principal amount of all Notes issued and sold by the Company. If any Holder shall no longer hold any Notes, then such Holder’s remaining portion of the Issuable Maximum, if any, shall be reallocated pro-rata among the remaining Holders.