Common use of Subsequent Offerings Clause in Contracts

Subsequent Offerings. The Purchaser shall have a right of first refusal to purchase its pro rata share of all Equity Securities (as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 hereof. The Purchaser's pro rata share is equal to the ratio of (a) the number of shares of Common Stock purchased pursuant to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii), to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIES" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Subject to applicable securities laws, each Investor shall have a right of first refusal to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The Purchaser's Each Investor’s pro rata share is equal to the ratio of (a) the number of shares of Common Stock purchased pursuant of which such Investor is deemed to this Agreement, then held by be a holder immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities convertible debt or equity securities or upon the exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIES" “Equity Securities” shall mean (i) any Common Stock, Preferred Stock preferred stock or other security of the Company, (ii) any security convertibleconvertible into or exercisable or exchangeable for, with or without consideration, into any Common Stock, Preferred Stock preferred stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock preferred stock or other security, security or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first -------------------- refusal to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 5.6 hereof. The PurchaserEach Investor's pro rata share is equal to the ratio of (ai) the number of shares of the Company's Common Stock purchased pursuant (including all Conversion Shares and Warrant Shares) which such Investor is deemed to this Agreement, then held by be a holder immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (bii) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or optionsConversion Shares and Warrant Shares) immediately prior to the issuance of the Equity Securities. The As used in this Section 5, the term "EQUITY SECURITIESEquity Securities" shall mean (i1) any Common Stock, Preferred Stock or other security of the Company, (ii2) any security carrying any warrant convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii3) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security or (iv4) any such option, warrant or right.

Subsequent Offerings. The Purchaser shall have a right of first refusal to purchase its pro rata share of all Equity Securities (as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 10.7 hereof. The Purchaser's pro rata share is equal to the ratio of (a) the number of shares of Common Stock purchased pursuant to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii)0, to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Stockholder shall have a right of first refusal to purchase its pro rata PRO RATA share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The PurchaserEach Stockholder's pro rata PRO RATA share is equal to the ratio of (a) the number of shares Cayenta Shares which such Stockholder is deemed to be a holder immediately prior to the issuance of Common Stock purchased pursuant to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii), such Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor and Founder shall have a right of first refusal to purchase its pro rata share of all Equity Securities (as defined below), ) that the Company may, may from time to time, time propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 3.6 hereof. The PurchaserFor purposes of this Section 3, each Investor's and Founder's pro rata share is equal to the ratio of (a) the number of shares of the Company's Common Stock purchased pursuant that such Investor or Founder is a holder of on an As Converted Basis immediately prior to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including on an As Converted Basis held by all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) Investors and Founders immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, ; (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), ; (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, ; or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Executive shall have a right of first refusal to purchase its his pro rata share of all Equity Securities (as defined below), ) that the Company may, may from time to time, time propose to sell and issue after the date of this AgreementCommencement Date, other than the Equity Securities excluded by Section 10.6 5(g)(vi) hereof. The PurchaserExecutive's pro rata share is equal to the ratio of (aA) the number of shares of Common Stock purchased pursuant which Executive could hold assuming an immediate right to this Agreement, then held by exercise the Purchaser Stock Option for all shares purchasable thereunder (whether vested or any transferee pursuant unvested) immediately prior to Section 9.2(a)(iii), the issuance of such Equity Securities to (bB) the total number of shares of the Company's outstanding Common Stock common stock (including all shares of Common Stock common stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants warrants, options or optionsother convertible securities) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock common stock or other security preferred stock of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock common stock or other security preferred stock (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock common stock or other security, preferred stock or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first refusal offer to purchase its pro rata share Pro Rata Share, as defined below, of eighty percent (80%) of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The PurchaserEach Investor's pro rata share Pro Rata Share is equal to the ratio of (a) the number of shares of Common Stock purchased pursuant Registrable Securities that such Investor is deemed to this Agreement, then held by be a holder immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of the Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including Registrable Securities held by all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) Investors immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Class B Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Class B Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Class B Common Stock, Preferred Stock or other security, security or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first refusal to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 3.6 hereof. The PurchaserEach Investor's pro rata share is equal to the ratio of (aA) the number of shares of the Company's Common Stock that are held by such Investor plus the number of shares of Common Stock purchased pursuant to this Agreement, then issuable upon exercise of any Warrant held by such Investor immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (bB) the total number of shares of the Company's outstanding Common Stock (including all outstanding plus the number of shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) the Warrants immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Xxxxxx shall have a right of first refusal to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The Purchaser's Xxxxxx'x pro rata share is equal to the ratio of (a) the number of shares of the Company's Common Stock purchased pursuant (including all shares of Common Stock issued or issuable upon conversion of the Shares) which Xxxxxx is deemed to this Agreement, then held by hold immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities the Shares or upon the exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first refusal to purchase its pro rata share of all the Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 5.3 hereof. The PurchaserEach Investor's pro rata share is equal to the ratio of (aA) the number of shares of the Series A Stock, Series B Stock and Series C Stock, on an as converted to Common Stock purchased pursuant basis, which such Purchaser holds immediately prior to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (bB) the total number of shares of the Company's outstanding Series A Stock, Series B Stock and Series C Stock, on an as converted to Common Stock (including all shares of basis, plus the outstanding Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security of the Company (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security of the Company or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first refusal offer to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The PurchaserEach Investor's pro rata share is equal to the ratio of (aA) the sum of the number of shares of Common the Series A Stock, the Series B Stock, the Series C Stock, the Series D Stock purchased pursuant and the Series E Stock which such Investor holds immediately prior to this Agreement, then held by the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (bB) the total number of shares of the Company's outstanding Common Series A Stock, Series B Stock, Series C Stock, the Series D Stock (including all shares of Common and Series E Stock issued or issuable upon the conversion of any Equity Securities or upon exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, or (iv) any such option, warrant or right.

Subsequent Offerings. The Purchaser Each Investor shall have a right of first refusal to purchase its pro rata share of all Equity Securities (Securities, as defined below), that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 10.6 4.6 hereof. The PurchaserEach Investor's pro rata share is equal to the ratio of (a) the number of shares of the Company's Common Stock purchased pursuant (including all shares of Common Stock issued or issuable upon conversion of the Shares) which such Investor is deemed to this Agreement, then held by be a holder immediately prior to the Purchaser or any transferee pursuant to Section 9.2(a)(iii), issuance of such Equity Securities to (b) the total number of shares of the Company's outstanding Common Stock (including all shares of Common Stock issued or issuable upon the conversion of any Equity Securities or upon exercise the Shares) held by all of any outstanding warrants or options) the Investors immediately prior to the issuance of the Equity Securities. The term "EQUITY SECURITIESEquity Securities" shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible, with or without consideration, into any Common Stock, Preferred Stock or other security (including any option, warrant or other right option to purchase such a convertible security), (iii) any security carrying any option, warrant or right to subscribe to or purchase any Common Stock, Preferred Stock or other security, security or (iv) any such option, warrant or right.