Common use of PUTS Clause in Contracts

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 consecutive Trading Days, (iv) at least two Trading Days have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 does not exceed $750,000. (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put does not exceed $750,000, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for Option 1 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) the prior Trading Days closing price or (ii) the Common Stock was not purchased, at a price at or above the Prohibited Put Price.

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an:: ​ (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 ten (10) consecutive Trading Days, (iv) at least two (2) Trading Days have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 on any particular Put Date or Clearing Date does not exceed $750,000.500,000.00; and ​ ​ (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount, (iv) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,0002,000,000.00, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for Option 1 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) the prior Trading Days closing price or (ii) the Common Stock was not purchased, at a price at or above the Prohibited Put Price.. ​

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount all shares of All Option Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the resulting from prior 10 consecutive Trading Days, (iv) at least two Trading Days submitted Put Notices must have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 does not exceed $750,000. (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Putdelivered, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, ; (iv) the aggregate Investment Amount Trading Day prior to the subject Clearing Date must not have been the lowest VWAP of the Option 1 Put and related Option 2 Put does not exceed $750,000Common Stock out of the prior 10 consecutive Trading Days, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for at least two Trading Days must have lapsed since the most recent Clearing Date. Additionally, there shall be no Option 1 Puts have been deliveredPut during an Option 3 Put Valuation Period. (cb) Option 3 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 2 Maximum Put Amount for any Option 3 2 Put, (iiiii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iii) the aggregate of the Option 2 Maximum Put Amounts shall not exceed $1,000,000 on any given date and (iv) if all shares of Common Stock resulting from prior submitted Put Notices must have been delivered. Additionally, there shall be no Option 2 Put during an Option 3 Put Valuation Period. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares in a minimum amount not less than $25,000 and not in excess of the Option 3 Maximum Put Amount; provided that notwithstanding any other terms of this Agreement, in each instance, (i) that such minimum amount of Put Shares under an Option 3 Put; (ii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iii) all shares of Common Stock resulting from prior submitted Put Notices must have been delivered, and (viv) the Common Stock must have closed at no less than $2.50 0.32 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 0.32 per share on the day of the delivery of the Put Notice, and (viv) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery of the Put Notice or within 2 hours of the delivery of the Put Notice. Additionally, there shall be no Option 2 Put or Option 3 Put on a date that an Option 3 Put is delivered. (d) The Notwithstanding anything to the contrary, the Company and the Investor shall not effectuate any puts Puts under this Agreement on any date that, if either: (i) the prior Trading Days closing last traded price at the time of the put is not at least 110% of the Prohibited Put Price or (ii) if the Common Stock was not purchased, Purchase Price would be at a price at or above below the Prohibited Put Price.

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 ten (10) consecutive Trading Days, (iv) at least two (2) Trading Days have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 on any particular Put Date or Clearing Date does not exceed $750,000.500,000.00, and (vi) the lowest traded price of the Common Stock in the five (5) Trading Days immediately preceding the respective Put Date must exceed the Floor Price; and (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount, (iv) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,000500,000.00, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for Option 1 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery lowest traded price of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) the prior Trading Days closing price or (ii) the Common Stock was not purchased, at a price at or above in the Prohibited five (5) Trading Days immediately preceding the respective Put Date must exceed the Floor Price.

PUTS. Upon Subject to the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instanceinstance unless waived by the Investor in its sole discretion, (i) the Investment Amount is Put Shares are not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount; (iii) the at least one (1) Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 consecutive Trading Days, (iv) at least two Trading Days have has lapsed since the most recent Clearing Date of an Closing Date; and (iv) all Ordinary Shares resulting from prior submitted Put Notices for Option 1 Put, Puts and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 does not exceed $750,000Puts have been delivered. (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instanceinstance unless waived by the Investor in its sole discretion, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is Shares are not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iiiii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount, (iviii) at least one (1) Trading Day has lapsed since the aggregate Investment Amount of the Option 1 Put and related Option 2 Put does not exceed $750,000most recent Closing Date, and (viv) if all shares of Common Stock Ordinary Shares resulting from prior submitted Put Notices for Option 1 Puts and Option 2 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) the prior Trading Days closing price or (ii) the Common Stock was not purchased, at a price at or above the Prohibited Put Price.

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 consecutive Trading Days, (iv) at least two Trading Days have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,000.500,000.00, and (iv) the lowest traded price of the Common Stock in each of the Put Date and the Trading Day immediately preceding the respective Put Date must equal or exceed the Threshold Price; and (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount, (iv) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,000500,000.00, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for Option 1 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either lowest traded price of the day prior to the delivery Common Stock in each of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company Date and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) Trading Day immediately preceding the prior Trading Days closing price or (ii) respective Put Date must exceed the Common Stock was not purchased, at a price at or above the Prohibited Put Threshold Price.

PUTS. Upon the terms and conditions set forth herein (including, without limitation, the provisions of Article VII), the Company shall have the right, but not the obligation, to direct the Investor, to process an: (a) Option 1 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 1 Maximum Put Amount for any Option 1 Put, (ii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount; (iii) the Trading Day prior to the subject Clearing Date did not have the lowest VWAP of the Common Stock out of the prior 10 ten (10) consecutive Trading Days, (iv) at least two (2) Trading Days have lapsed since the most recent Clearing Date of an Option 1 Put, and (v) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,000.500,000.00, and (vi) the lowest traded price of the Common Stock in the five (5) Trading Days immediately preceding the respective Put Date must exceed the Floor Price; and (b) Option 2 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) an Option 1 Put has been previously and effectively processed and its Clearing Date is the same day as the Put Notice for the subject Option 2 Put, (ii) the Investment Amount is not more than the Option 2 Maximum Put Amount for any Option 2 Put, (iii) the aggregate Investment Amount of All all Option 1 Puts and Option 2 Puts shall not exceed the Maximum Commitment Amount, (iv) the aggregate Investment Amount of the Option 1 Put and related Option 2 Put on any particular Put Date or Clearing Date does not exceed $750,000500,000.00, and (v) if all shares of Common Stock resulting from prior submitted Put Notices for Option 1 Puts have been delivered. (c) Option 3 Put by its delivery to the Investor of a Put Notice from time to time during the Commitment Period, to purchase Put Shares, provided that notwithstanding any other terms of this Agreement, in each instance, (i) the Investment Amount is not more than the Option 3 Maximum Put Amount for any Option 3 Put, (iii) the aggregate Investment Amount of All Option Puts shall not exceed the Maximum Commitment Amount, (iv) if all shares of Common Stock resulting from prior submitted Put Notices have been delivered, and (v) the Common Stock must have closed at no less than $2.50 per share on the Trading Day prior to the delivery of the Put Notice or the Common Stock must have traded at or above $2.50 per share on the day of the delivery of the Put Notice, and (vi) the Company shall not have filed or issued any material public disclosure regarding its business or otherwise on either the day prior to the delivery lowest traded price of the Put Notice or within 2 hours of the delivery of the Put Notice (d) The Company and the Investor shall not effectuate any puts under this Agreement on any date that, either: (i) the prior Trading Days closing price or (ii) the Common Stock was not purchased, at a price at or above in the Prohibited five (5) Trading Days immediately preceding the respective Put Date must exceed the Floor Price.