Common use of Non-Registered Offerings Clause in Contracts

Non-Registered Offerings. At least five (5) Trading Days prior to the execution of a document governing the Subsequent Financing for which a registration statement is not filed prior to such Financing, the Company shall deliver to each Purchase a written notice (“Pre-Notice”), which Pre-Notice shall notify each Purchase of its intention to effect a Subsequent Financing and which shall ask the Purchaser if it wants to review such information (such additional notice, a “Subsequent Financing Notice”). The Purchaser shall have the right, exercisable within three (3) Trading Days after its receipt of the Pre-Notice, to notify the Company whether it wishes to review such information. Upon the written request of the Purchaser, and only upon a request by such Purchaser, the Company shall promptly, but no later than one (1) Trading Day after receipt of such request, deliver the Subsequent Financing Notice to the Purchaser, which shall describe in reasonable detail the proposed terms of such Subsequent Financing. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice. The Pre-Notice requirements set forth under this Section shall not apply when a Designee serves on the Board of Directors immediately prior to the Subsequent Financing, under which circumstance only a Subsequent Financing Notice shall be given to the Designee at least three (3) Trading Days prior to the closing of the Subsequent Financing.

Non-Registered Offerings. At least five seven (57) Trading Days prior to the execution closing of a document governing the Subsequent Financing for which a registration statement is not filed prior to such Financing, the Company shall deliver to each Purchase a written notice (“Pre-Notice”), which Pre-Notice shall notify each Purchase of its intention to effect a Subsequent Financing and which shall ask the Purchaser if it wants to review such information (such additional notice, a “Subsequent Financing Notice”). The Purchaser shall have the right, exercisable within three (3) Trading Days after its receipt of the Pre-Notice, to notify the Company whether it wishes to review such information. Upon the written request of the Purchaser, and only upon a request by such Purchaser, the Company shall promptly, but no later than one (1) Trading Day after receipt of such request, deliver the Subsequent Financing Notice to the Purchaser, which shall describe in reasonable detail the proposed terms of such Subsequent Financing. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice. The Pre-Notice requirements set forth under this Section shall not apply when a Designee serves on the Board of Directors immediately prior to the Subsequent Financing, under which circumstance only a Subsequent Financing Notice shall be given to the Designee at least three (3) Trading Days prior to the closing of the Subsequent Financing.

Non-Registered Offerings. At least five (5) Trading Days prior to the execution closing of a document governing the Subsequent Financing for which a registration statement is not filed prior to such Financing, the Company shall deliver to each Purchase a written notice (“Pre-Notice”), which Pre-Notice shall notify each Purchase of its intention to effect a Subsequent Financing and which shall ask the Purchaser if it wants to review such information (such additional notice, a “Subsequent Financing Notice”). The Purchaser shall have the right, exercisable within three (3) Trading Days after its receipt of the Pre-Notice, to notify the Company whether it wishes to review such information. Upon the written request of the Purchaser, and only upon a request by such Purchaser, the Company shall promptly, but no later than one (1) Trading Day after receipt of such request, deliver the Subsequent Financing Notice to the Purchaser, which shall describe in reasonable detail the proposed terms of such Subsequent Financing. The Purchaser shall notify the Company by 5:30 p.m. (New York City time) on the third (3rd) Trading Day after its receipt of the Subsequent Financing Notice of its willingness to participate in the Subsequent Financing on the terms described in the Subsequent Financing Notice. The Pre-Notice requirements set forth under this Section shall not apply when a Designee serves on the Board of Directors immediately prior to the Subsequent Financing, under which circumstance only a Subsequent Financing Notice shall be given to the Designee at least three (3) Trading Days prior to the closing of the Subsequent Financing.