Common use of Other Issuances Clause in Contracts

Other Issuances. If the Company or any subsidiary thereof, as applicable, at any time while this Warrant is outstanding, shall issue shares of Common Stock or Common Stock Equivalents, other than Excluded Issuance, entitling any Person to acquire shares of Common Stock, at a price per share (the “New Securities Issuance Price”) less than the Exercise Price (if the holder of the Common Stock or Common Stock Equivalent so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights per share which is issued in connection with such issuance, be entitled to receive shares of Common Stock at a price per share which is less than the Exercise Price, such issuance shall be deemed to have occurred for less than the Exercise Price), then the Exercise Price shall be reduced effective concurrently with such issuance to the New Securities Issuance Price. The Company shall notify the Holder in writing, no later than one (1) business day following the issuance of any Common Stock or Common Stock Equivalents subject to this Section, indicating therein the applicable issuance price, or of applicable reset price, exchange price, conversion price and other pricing terms. No adjustment under this Section shall be made as a result of issuances and exercises of options to purchase shares of Common Stock issued for compensatory purposes pursuant to any of the Company's stock option or stock purchase plans. “Excluded Issuances” means (i) Common Stock issued in connection with the conversion or exercise of any Common Stock Equivalents outstanding on the date of the Purchase Agreement and (ii) issuances of Common Stock and Common Stock Equivalents described in Schedule 2.1(c)(8) to the Purchase Agreement ..

Other Issuances. If the Company or any subsidiary thereof, as applicable, at any time while this Warrant is outstanding, shall issue shares of Common Stock or Common Stock Equivalents, other than Excluded IssuanceIssuances, entitling any Person to acquire shares of Common Stock, at a price per share (the “New Securities Issuance Price”) less than the Exercise Price (if the holder of the Common Stock or Common Stock Equivalent so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights per share which is issued in connection with such issuance, be entitled to receive shares of Common Stock at a price per share which is less than the Exercise Price, such issuance shall be deemed to have occurred for less than the Exercise Price), then the Exercise Price shall be reduced effective concurrently with such issuance to the New Securities Issuance Price. The Company shall notify the Holder in writing, no later than one (1) business day following the issuance of any Common Stock or Common Stock Equivalents subject to this Section, indicating therein the applicable issuance price, or of if applicable reset price, exchange price, conversion price and other pricing terms. No adjustment under this Section shall be made as a result of issuances and exercises of options to purchase shares of Common Stock issued for compensatory purposes pursuant to any of the Company's stock option or stock purchase plans. “Excluded Issuances” means (i) Common Stock issued in connection with the conversion or exercise of any Common Stock Equivalents outstanding on the date of the Purchase Agreement and (ii) issuances of Common Stock and Common Stock Equivalents described in Schedule 2.1(c)(8) to the Purchase Agreement ..Agreement.

Other Issuances. If during any Draw Down Pricing Period, the Company or any subsidiary thereof, as applicable, at any time while this Warrant is outstanding, shall issue any shares of Common Stock or Common Stock Equivalents, to any Person other than Excluded Issuance, entitling any Person to acquire the Purchaser (other than shares of Common Stock, at a price per share (the “New Securities Issuance Price”) less than the Exercise Price (if the holder of the Common Stock or Common Stock Equivalent so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights per share which is issued in connection with such issuance, be entitled to receive shares of Common Stock at a price per share which is less than the Exercise Price, such issuance shall be deemed to have occurred for less than the Exercise Price), then the Exercise Price shall be reduced effective concurrently with such issuance to the New Securities Issuance Price. The Company shall notify the Holder in writing, no later than one (1) business day following the issuance of any Common Stock or Common Stock Equivalents subject to this Section, indicating therein the applicable issuance price, or of applicable reset price, exchange price, conversion price and other pricing terms. No adjustment under this Section shall be made as a result of issuances and exercises of options to purchase shares of Common Stock issued for compensatory purposes pursuant to any of the Company's stock option or stock purchase plans. “Excluded Issuances” means (i) Common Stock issued in connection with a Permitted Transaction (as defined below)), the conversion or exercise Purchaser may in its sole discretion elect to: (i) purchase up to the same number of any shares of Common Stock Equivalents outstanding at the price and on such terms as the date Company issued shares of Common Stock to such Person, provided that the Purchase Agreement and number of shares permitted to be so purchased multiplied by the price per share shall not exceed the Draw Down Amount for the applicable Draw Down Pricing Period; or (ii) issuances purchase up to the Draw Down Amount of shares of Common Stock and at the Draw Down Discount Price in effect on the respective sales dates. The Purchaser shall notify the Company of its election on the Trading Day preceding the Settlement Date in respect of such Draw Down Pricing Period. For purposes of this Agreement, the term "Permitted Transaction" shall include a transaction pursuant to which the Company issues shares of Common Stock Equivalents described in Schedule 2.1(c)(8or securities of any type whatsoever that are, or may become, convertible into shares of Common Stock with respect to: (i) securities issuable upon conversion of shares of the Company's currently outstanding Preferred Stock or any currently outstanding convertible securities; (ii) securities offered to the Purchase Agreement ..public pursuant to an underwritten public offering; (iii) securities issued in connection with the acquisition of another corporation, business entity or line of business of another business entity by the Company by merger, consolidation, purchase of all or substantially all of the assets, or other reorganization as a result of which the Company owns not less than fifty percent (50%) of the voting power of such corporation; (iv) securities issued to equipment lessors or equipment vendors in connection with any equipment lease financing by the Company; (v) securities issued in connection with a strategic commercial transaction, licensing transaction, any debt financing with a financial institution or other strategic financing; (vi) the Company's Common Stock, Preferred Stock or other securities issued in connection with any stock split, stock dividend, recapitalization, reclassification or similar event by the Company; or (vii) shares of Common Stock issued to employees, consultants, officers or Directors of the Company pursuant to a stock option plan or other incentive plan approved by the Board of Directors of the Company or a designated committee thereof, and options to purchase such shares.