Common use of Future Financings Clause in Contracts

Future Financings. From the date hereof until 10 Trading Days after the Effective Date, other than as contemplated by this Agreement, neither the Company nor any Subsidiary shall issue or sell any Common Stock or Common Stock Equivalents. Notwithstanding anything herein to the contrary, the 10 Trading Day period set forth in this Section 4.13 shall be extended for the number of Trading Days during such period in which (y) trading in the Common Stock is suspended by any Trading Market, or (z) following the Effective Date, the Registration Statement is not effective or the prospectus included in the Registration Statement may not be used by the Purchasers for the resale of the Shares and the Warrant Shares. Notwithstanding anything to the contrary herein, this Section 4.13 shall not apply to the following (a) the granting of options to employees, officers and directors of the Company pursuant to any stock option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose, or (b) the exercise of any security issued by the Company in connection with the offer and sale of the Company’s securities pursuant to this Agreement, or (c) the exercise of or conversion of any convertible securities, options or warrants issued and outstanding on the date hereof, provided such securities have not been amended since the date hereof, or (d) acquisitions or strategic investments, the primary purpose of which is not to raise capital.

Future Financings. From the date hereof until 10 Trading Days 90 days after the Effective Date, other than as contemplated by this Agreement, neither the Company nor any Subsidiary shall issue or sell any Common Stock Capital Shares or Common Stock Capital Shares Equivalents. Notwithstanding anything herein to the contrary, the 10 Trading Day 90 day period set forth in this Section 4.13 shall be extended for the number of Trading Days during such period in which (y) trading in the Common Stock is suspended by any Trading Principal Market, or (z) following the Effective Date, the Registration Statement is not effective or the prospectus included in the Registration Statement may not be used by the Purchasers for the resale of the Shares and the Warrant Underlying Shares. Notwithstanding anything to the contrary herein, this Section 4.13 shall not apply to the following (a) the granting or issuance of shares of Common Stock or options to employees, officers and directors of the Company pursuant to any stock option plan or employee incentive plan or agreement duly adopted or approved by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose, or (b) the exercise of a Debenture or any other security issued by the Company in connection with the offer and sale of the this Company’s 's securities pursuant to this Agreement, or (c) the exercise of or conversion of any convertible securities, options or warrants Capital Shares Equivalents issued and outstanding on the date hereof, provided that such securities have not been amended since the date hereof, or (d) acquisitions the issuance of Capital Shares or Capital Shares Equivalents in connection with acquisitions, strategic investments or strategic investmentspartnering arrangements, the primary purpose of which is not to raise capital.

Future Financings. From the date hereof until 10 Trading Days 30 days after the Effective Date, other than as contemplated by this Agreement, neither the Company nor any Subsidiary shall issue or sell any Common Stock Capital Shares or Common Stock Capital Shares Equivalents. Notwithstanding anything herein to the contrary, the 10 Trading Day 30 day period set forth in this Section 4.13 4.7 shall be extended for the number of Trading Days during such period in which (y) trading in the Common Stock is suspended by any Trading Principal Market, or (z) following the Effective Date, the Registration Statement is not effective or the prospectus included in the Registration Statement may not be used by the Purchasers for the resale of the Shares and the Warrant Underlying Shares. Notwithstanding anything to the contrary herein, this Section 4.13 4.7 shall not apply to the following (a) the granting of options to employees, officers and directors of the Company pursuant to any stock option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose, or (b) the exercise of a Debenture or any other security issued by the Company in connection with the offer and sale of the this Company’s securities pursuant to this Agreement, or (c) the exercise of or conversion of any convertible securitiesConvertible Securities, options or warrants issued and outstanding on the date hereofOriginal Issue Date, provided that such securities have not been amended since the date hereof, or (d) acquisitions or strategic investments, the primary purpose of which is not to raise capitalcapital or (e) a firm-commitment underwritten secondary offering.

Future Financings. From the date hereof until 10 15 Trading Days after the Effective Date, other than as contemplated by this Agreement, neither the Company nor any Subsidiary shall issue or sell any Common Stock or Common Stock Equivalents. Notwithstanding anything herein to the contrary, the 10 15 Trading Day period set forth in this Section 4.13 shall be extended for the number of Trading Days during such period in which (y) trading in the Common Stock is suspended by any Trading Market, or (z) following the Effective Date, the Registration Statement is not effective or the prospectus included in the Registration Statement may not be used by the Purchasers for the resale of the Shares and the Warrant Shares. Notwithstanding anything to the contrary herein, this Section 4.13 shall not apply to the following (a) the granting of options or stock to employees, officers officers, directors and directors consultants of the Company pursuant to a grant approved by a majority of the Board of Directors or pursuant to any stock option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose, or (b) the exercise of any security issued by the Company in connection with the offer and sale of the Company’s securities pursuant to this Agreement, or (c) the exercise of or conversion of any convertible securities, notes, options or warrants issued and outstanding on the date hereof, provided such securities have not been amended since the date hereofhereof (unless, in the case of notes, the sole purpose of such amendment is to extend the maturity date) or (d) commercial transactions, collaborations, acquisitions or other strategic transactions or investments, the primary purpose of which is not to raise capital.

Future Financings. From So long as any portion of the Debentures are outstanding, from the date hereof until 10 Trading Days 120 days after the Effective Date, other than as contemplated by this Agreement, neither the Company nor any Subsidiary shall issue or sell any Common Stock Capital Shares or Common Stock Capital Shares Equivalents. Notwithstanding anything herein to the contrary, the 10 Trading Day 120 day period set forth in this Section 4.13 shall be extended for the number of Trading Days during such period in which (y) trading in the Common Stock is suspended by any Trading Principal Market, or (z) following the Effective Date, the Registration Statement is not effective or the prospectus included in the Registration Statement may not be used by the Purchasers for the resale of the Shares and the Warrant Underlying Shares. Notwithstanding anything to the contrary herein, this Section 4.13 shall not apply to the following (a) the granting or issuance of shares of Common Stock or options to employees, officers and directors of the Company pursuant to any stock option plan or employee incentive plan or agreement duly adopted or approved by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose, or (b) the exercise of a Debenture or any other security issued by the Company in connection with the offer and sale of the this Company’s 's securities pursuant to this Agreement, or (c) the exercise of or conversion of any convertible securities, options or warrants Capital Shares Equivalents issued and outstanding on the date hereof, provided that such securities have not been amended since the date hereof, or (d) acquisitions the issuance of Capital Shares or Capital Shares Equivalents in connection with acquisitions, strategic investments or strategic investmentspartnering arrangements, the primary purpose of which is not to raise capitalcapital or subsequent exercise of any such Capital Shares Equivalents.