Common use of Restriction on Continuous Offerings Clause in Contracts

Restriction on Continuous Offerings. Notwithstanding the restrictions contained in Section 3.18.1, the Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of 24 months after the date of this Agreement, directly or indirectly in any “at-the-market,” continuous equity transaction or variable rate transaction, offer to sell, sell, contract to sell, grant any option to sell or otherwise dispose of shares of share capital of the Company or any securities convertible into or exercisable or exchangeable for shares of share capital of the Company. Notwithstanding the foregoing, the Company will be permitted, commencing six (6) months from the Closing, to register and sell its Common Stock pursuant to (A) the Sales Agreement dated November 30, 2018, as amended, between the Company and A.G.P./Alliance Global Partners and (B) the Purchase Agreement dated December 5, 2022, between the Company and Lincoln Park Capital Fund, LLC.