Common use of Variable Rate Transaction Clause in Contracts

Variable Rate Transaction. Until the earlier to occur of (i) the date on which all of the Purchasers shall have sold all of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereof, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction without the prior written consent of the Required Significant Purchasers (which may be granted or withheld in the sole discretion of the Required Significant Purchasers). “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock at any time after the initial issuance of such Convertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, without limitation, an “equity line of credit” or an “at the market offering”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transaction. Until Beginning on the date hereof and until the earlier to occur of (ia) the nine (9) month anniversary of the Applicable Date; and (b) the date on which all of the Purchasers Investors shall have sold all of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereofSecurities, the Company and each Subsidiary subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction without (it being expressly understood and agreed that the prior written consent of foregoing shall not prohibit the Required Significant Purchasers (which may be granted or withheld in Company from consummating the sole discretion of the Required Significant Purchaserstransactions contemplated by this Agreement). “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary subsidiary (i) issues or sells any Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock at any time after the initial issuance of such Convertible Securities, ; or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision provision; or (ii) enters into any agreement (including, without limitation, an “equity line of credit” or an “at the at-the-market offering”) whereby the Company or any Subsidiary subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser Investor shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) subsidiaries to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transaction. Until the earlier to occur of (i) From the date hereof through the first date after the Closing Date on which all the Buyer, together with Buyer’s Affiliates, cease to have “beneficial ownership” (as determined under Section 13(d) of the Purchasers shall have sold all 1934 Act and the rules and regulations thereunder) greater than five percent (5%) of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereofCommon Stock, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement (as defined below) involving a Variable Rate Transaction without the prior written consent of the Required Significant Purchasers (which may be granted or withheld in the sole discretion of the Required Significant Purchasers)Transaction. “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock at any time after the initial issuance of such Convertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, without limitation, an “equity line of credit” which has non-customary or disproportionately dilutive provisions or an “at the at-the-market offering”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser Buyer shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transaction. Until the earlier to occur of (i) the date on which all of the Purchasers Investors shall have sold all of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereof, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction without the prior written consent of the Required Significant Purchasers Investors (which may be granted or withheld in the sole discretion of the Required Significant PurchasersInvestors). “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock at any time after the initial issuance of such Convertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, without limitation, an “equity line of credit” or an “at the market offering”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser Investor shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transaction. Until the earlier to occur of (i) the date on which all of the Purchasers Buyers shall have sold all of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereof, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction without the prior written consent of the Required Significant Purchasers Buyers (which may be granted or withheld in the sole discretion of the Required Significant PurchasersBuyers). “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock at any time after the initial issuance of such Convertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, without limitation, an “equity line of credit” or an “at the at-the-market offering”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser Buyer shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transaction. Until the earlier to occur of (i) the date on which all none of the Purchasers shall have sold all of the Registrable Securities and (ii) the third (3rd) anniversary of the date hereofWarrants are outstanding, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction without the prior written consent of the Required Significant Purchasers (which may be granted or withheld in the sole discretion of the Required Significant Purchasers)Transaction. “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any Convertible Securities either with (A) at a conversion, exercise or exchange rate or other similar price for determining the number of Ordinary Shares or ADRs deliverable upon conversion, exercise or exchange that is based upon and/or varies with the trading prices of, or quotations for, the shares of Common Stock Ordinary Shares or the ADSs at any time after the initial issuance of such Convertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common StockOrdinary Shares or the ADSs, other than (a) pursuant to a customary “weighted average” or other customary anti-dilution provision or (b) pursuant to a customary “change of control” or similar share make-whole provision, or (ii) enters into any agreement (including, without limitation, an “equity line of credit” or an “at the at-the-market offering”” ) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). Each Purchaser Buyer shall be entitled to obtain injunctive relief against the Company and its Subsidiaries (as applicable) to preclude any such issuance, which remedy shall be in addition to any right to collect damages.