Common use of Variable Rate Transactions Clause in Contracts

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the Securities, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security 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 or (ii) enters into any agreement, including, but not limited to, an equity line of credit, whereby the Company may sell securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the SecuritiesWarrants, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security (other than customary anti-dilution events in connection with stock splits, combinations, recapitalizations, reclassifications, dilutive issuances and similar events) 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 or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of creditcredit (but excluding an “at-the-market” offering; provided that such “at-the-market” offering does not have any securities issuances until the one year anniversary of the Closing Date), whereby the Company may sell issue securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof of this Agreement until such time as no Purchaser holds any of the SecuritiesWarrants, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security (other than customary anti-dilution events in connection with stock splits, combinations, recapitalizations, reclassifications, dilutive issuances and similar events) 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 or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of creditcredit (but excluding an “at-the-market” offering; provided that such “at-the-market” offering does not have any securities issuances until the one (1) year anniversary of each applicable Closing Date), whereby the Company may sell issue securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of twelve (12) months following the SecuritiesClosing Date, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock Shares or any securities convertible into or exchangeable or exercisable for Common Stock Equivalents for cash consideration Shares (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Shares either (A) at a conversion price, exercise price 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 Shares at any time after the initial issuance of such debt or equity 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 debt or equity security 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 Shares or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit, whereby the Company may sell issue securities at a future determined price; provided, however, that, after ninety (90) days following the Closing Date, the issuance of Common Shares pursuant to the Company’s “at the market” offering with Xxxxxxxxxx as sales agent shall not be deemed a Variable Rate Transaction. Any Purchaser Underwriter shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the SecuritiesWarrants, each of Fr8hub and, the Post-Merger Company (commencing as of the closing of the Merger), shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company Post-Merger Company, or any of its Subsidiaries subsidiaries including Fr8hub (after the Merger) of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which Fr8hub or the Post-Merger Company (after the Merger) (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Stock, either (A) at a conversion price, exercise price 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 Stock, at any time after the initial issuance of such debt or equity 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 debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of Fr8hub or the Post-Merger Company (after the Merger) or the market for the Common Stock Stock, or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit, whereby Fr8hub or the Post-Merger Company (after the Merger) may sell issue securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against Fr8hub or the Post-Merger Company (after the Merger) to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the SecuritiesWarrants, the Company each of Fr8 App and, Hxxxxx, shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company Hxxxxx, or any of its Subsidiaries subsidiaries including Fr8 App of Common Stock Ordinary Shares or Common Stock Ordinary Shares Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company Fr8 App or Hxxxxx (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Ordinary Shares, either (A) at a conversion price, exercise price 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 Ordinary Shares, at any time after the initial issuance of such debt or equity 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 debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company Fr8 App or Hxxxxx or the market for the Common Stock Ordinary Shares, or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit, whereby the Company Fr8 App or Hxxxxx may sell issue securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against the Company Fr8 App or Hxxxxx to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the SecuritiesDebentures, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (ia) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (Ai) at a conversion price, exercise price 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 debt or equity securities or (Bii) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such debt or equity security 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 (for purposes of clarity, a customary price-based anti-dilution provision shall be excluded from the terms described in clauses (i) and (ii) herein) or (iib) enters into any agreement, including, but not limited to, an equity line of credit, whereby the Company may sell issue securities at a future determined price. Any Purchaser Notwithstanding anything to the contrary contained herein or in any other Transaction Document, nothing herein or in any Transaction Document shall be entitled construed to obtain injunctive relief against prohibit the Company from establishing, or effecting sales of its Common Stock pursuant to, an “at the market” sales program (a/k/a ATM program), including, without limitation, pursuant to preclude any such issuancethat certain Controlled Equity Offering Sales Agreement, which remedy shall be in addition to any right to collect damages. For dated August 10, 2015, by and between the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.Company and Cantor Xxxxxxxxxx & Co.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any one-hundred twenty (120) days after the Closing Date, without the prior written consent of the SecuritiesLake Street, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, receive additional shares of Common Stock either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, upon and/or varies with, with the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such debt or equity securities 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 debt or equity security 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 or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of creditcredit or an “at-the-market offering”, whereby the Company may sell issue securities at a future determined priceprice regardless of whether shares pursuant to such agreement have actually been issued and regardless of whether such agreement is subsequently canceled. Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of one (1) year following the SecuritiesFirst Closing Date, the Company shall be prohibited prohibited, without the prior written consent of the Representative, from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. The Underwriters shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. “Common Stock Equivalents” means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Stock, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Stock. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, receive additional shares of Common Stock either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, upon and/or varies with, with the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such debt or equity securities 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 debt or equity security 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 or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit, whereby the Company may sell issue securities at a future determined price. Any Purchaser Notwithstanding the foregoing, following the 60-day period set forth in Section 3(o), the Company shall be entitled to obtain injunctive relief against (i) make sales of Common Stock under that certain Purchase Agreement, dated November 13, 2019, by and between the Company and Lincoln Park Capital Fund, LLC, as such agreement may be amended from time to preclude any such issuancetime in accordance with the terms thereof, which remedy shall be in addition and (ii) make sales and issue of shares of Common Stock pursuant to any right to collect damages. For the avoidance of doubtAt The Market Offering Agreement, dated May 26, 2021, between the Purchasers agree that neither Company and the Preferred Stock nor the Warrants constitute a Variable Rate TransactionRepresentative as sales agent.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any the six (6) anniversary of the SecuritiesFirst Closing Date, without the prior written consent of the Representative, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock Shares or any securities of the Company or its Subsidiaries which would entitle the holder thereof to acquire at any time Common Stock Equivalents for cash consideration Shares (including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Shares (or a combination of units thereof) involving a Variable Rate TransactionTransaction (as defined herein). “Variable Rate Transaction” means a transaction in which the Company or any Subsidiary (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, receive additional shares of Common Stock Shares either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, upon and/or varies with, with the trading prices of or quotations for the shares of Common Stock Shares at any time after the initial issuance of such debt or equity securities 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 debt or equity security 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 Shares or (ii) enters into into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit, whereby the Company may sell issue securities at a future determined price. Any Purchaser Notwithstanding the foregoing, after the 30th day following the date of the Prospectus, the Company may enter into and effect sales pursuant to an at–the-market offering facility. The Representative shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.

Variable Rate Transactions. From the date hereof until such time as no Purchaser holds any of the SecuritiesUnderlying Shares, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security 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 or (ii) enters into any agreement, including, but not limited to, an equity line of credit, [whereby the Company may sell issue securities at a future determined priceprice.][We do not understand this restriction. Please clarify or remove this provision.] Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. For the avoidance of doubt, the Purchasers agree that neither the Preferred Stock nor the Warrants constitute a Variable Rate Transaction.