Common use of Underwritten Public Offering Clause in Contracts

Underwritten Public Offering. Notwithstanding anything in this Article III to the contrary, in the event that any issuance of New Securities is to be made pursuant to an underwritten Public Offering, the Pre-emptive Stockholders shall have the right to purchase up to their Pre-emptive Portion in accordance with the following procedures. Upon approval by the Board of the commencement of an underwritten Public Offering by the Company (which approval shall set forth the proposed size of the underwritten Public Offering, the New Securities to be offered and an estimate (which may be based upon a midpoint of a range) of the offering price) and delivery by the Company of notice to the Pre-emptive Stockholders of such Board approval and related information, the Pre-emptive Stockholders shall elect within three (3) Business Days of delivery of such notice to purchase up to their Pre-emptive Portion of such Public Offering based upon the terms approved by the Board by delivery of a written notice back to the Company within such three (3) Business Day period. The Pre-emptive Stockholders may revoke such election to purchase if (i) the non-pricing terms of any agreements proposed to be entered into by the Pre-emptive Stockholders in connection with the underwritten Public Offering are not commercially reasonable or would adversely affect the liquidity of the Shares beneficially owned by the Pre-emptive Stockholders or (ii) the pricing of such New Securities offered by the underwriters in connection with such underwritten Public Offering is less than 95% of, or greater than 105% of, the estimated price previously approved by the Board (in which event the Pre-emptive Stockholders may elect to reduce or eliminate their purchase of New Securities entirely in connection with the underwritten Public Offering).

Underwritten Public Offering. Notwithstanding anything in this Article III to the contrary, in the event that any issuance of New Securities is to be made pursuant to an underwritten Public Offering, the Pre-emptive Stockholders shall have the right to purchase up to their Pre-emptive Portion in accordance with the following procedures. Upon approval by the Board of the commencement of an underwritten Public Offering by the Company (which approval shall set forth the proposed size of the underwritten Public Offering, the New Securities to be offered and an estimate (which may be based upon a midpoint of a range) of the offering price) and delivery by the Company of notice to the Pre-emptive Stockholders of such Board approval and related information, the Pre-emptive Stockholders shall elect within three (3) 3 Business Days of delivery of such notice to purchase up to their Pre-emptive Portion of such Public Offering based upon the terms approved by the Board by delivery of a written notice back to the Company within such three (3) 3 Business Day period. The Pre-emptive Stockholders may revoke such election to purchase if (i) the non-pricing terms of any agreements proposed to be entered into by the Pre-emptive Stockholders in connection with the underwritten Public Offering are not commercially reasonable or would adversely affect the liquidity of the Shares beneficially owned by the Pre-emptive Stockholders or (ii) the pricing of such New Securities offered by the underwriters in connection with such underwritten Public Offering is less than 95% of, or greater than 105% of, the estimated price previously approved by the Board (in which event the Pre-emptive Stockholders may elect to reduce or eliminate their purchase of New Securities entirely in connection with the underwritten Public Offering).