Subsequent Sales of Series A-2 Preferred Stock Clause Samples

Subsequent Sales of Series A-2 Preferred Stock. Subject to the terms and conditions set forth in this Agreement, the Company may sell up to the balance of the Shares not sold at the Closing on the Closing Date to one or more purchasers (each a “Subsequent Purchaser”) at the same price per share that is paid by the Purchasers. No sale to any Subsequent Purchaser may be made more than forty-five (45) days after the Closing on the Closing Date; provided, however, that the Company shall have the right to extend the foregoing forty-five (45) day period by an additional twenty (20) days if the Company is engaged in active discussions with a potential Subsequent Purchaser at the expiration of such forty-five (45) day period. All sales to Subsequent Purchasers made at additional closings (each an “Additional Closing”), (i) shall be made upon the same terms and conditions as those set forth herein, (ii) the representations and warranties of the Company set forth in Section 4 hereof (and the Schedules hereto) shall speak as of the Closing on the Closing Date and the Company shall have no obligation to update any such disclosure, (iii) the representations and warranties of the Subsequent Purchasers in Section 5 hereof shall speak as of such Additional Closing, and (iv) the Subsequent Purchasers shall be entitled to rely upon the legal opinion delivered at the Closing on the Closing Date. Each Subsequent Purchaser shall become a party to this Agreement (and the Schedule of Purchasers shall be amended to include such Subsequent Purchaser), the Amended and Restated Shareholders Agreement and the Amended and Restated Registration Rights Agreement and shall have the rights and obligations, and be treated, as a Purchaser hereunder and thereunder.