Common use of Share Restriction Clause in Contracts

Share Restriction. a. Holder hereby agrees that during the Restriction Period, the Holder will not sell or otherwise dispose of any shares of Common Stock or any options, warrants or other rights to purchase shares of Common Stock or any other security of the Company which Holder owns or has a right to acquire as of the date hereof, other than in connection with an offer made to all shareholders of the Company in connection with merger, consolidation or similar transaction involving the Company. Holder further agrees that the Company is authorized to and the Company agrees to place "stop orders" on its books to prevent any transfer of shares of Common Stock or other securities of the Company held by Holder in violation of this Agreement. The Company agrees not to allow to occur any transaction inconsistent with this Agreement. b. Any subsequent issuance to and/or acquisition by Holder of Common Stock or options or instruments convertible into Common Stock will be subject to the provisions of this Agreement. c. The foregoing restrictions notwithstanding, the Insider may sell up to the number of shares of Common Stock (the “Insider Stock”) actually and/or beneficially owned by Insider on the Closing Date (as defined in the Securities Purchase Agreement) at a price of not less than the Initial Conversion Price of the Debentures, as defined in the Debenture of the Company, provided that such sales specified in this item (c) shall be subject the 144-Like Volume Limitations, as that term is defined below, and provided further that such sales specified in this item (c) may not exceed one-third (1/3) of the 144-Like Volume Restrictions in any thirty (30) day period during the Restriction Period. For purposes hereof,

Share Restriction. a. Holder hereby agrees that during the Restriction Period, the Holder will not sell or otherwise dispose of any shares of Common Stock or any options, warrants or other rights to purchase shares of Common Stock or any other security of the Company which Holder owns or has a right to acquire as of the date hereof, other than in connection with an offer made to all shareholders of the Company in connection with merger, consolidation or similar transaction involving the Company. Holder further agrees that the Company is authorized to and the Company agrees to place "stop orders" on its books to prevent any transfer of shares of Common Stock or other securities of the Company held by Holder in violation of this Agreement. The Company agrees not to allow to occur any transaction inconsistent with this Agreement. b. Any subsequent issuance to and/or acquisition by Holder of Common Stock or options or instruments convertible into Common Stock will be subject to the provisions of this Agreement. c. The foregoing restrictions notwithstanding, the Insider may sell up to the number of shares of Common Stock (the “"Insider Stock”") actually and/or beneficially owned by Insider on the Closing Date (as defined in the Securities Purchase Agreement) at a price of not less than the Initial Conversion Price of the Debentures, as defined in the Debenture of the Company, provided that such sales specified in this item (c) shall be subject the 144-Like Volume Limitations, as that term is defined below, and provided further that such sales specified in this item (c) may not exceed one-third (1/3) of the 144-Like Volume Restrictions in any thirty (30) day period during the Restriction Period. For purposes hereof,, "144-Like Volume Limitations" shall mean that, during any 90 day period after the date hereof throughout the Restriction Period, the Holder may not sell or transfer a number of shares of Common Stock that exceeds the greater of: (1) 1% of the Company's total outstanding shares, determined as of the first business day of such 90 day period, or, (2) the average reported weekly volume in the Company's Common Stock for the four weeks immediately preceding the first business day of the Sales Period.

Share Restriction. a. Holder hereby agrees that during the Restriction Period, the Holder will not sell or otherwise dispose of any shares of Common Stock or any options, warrants or other rights to purchase shares of Common Stock or any other security of the Company which Holder owns or has a right to acquire as of the date hereof, other than in connection with an offer made to all shareholders of the Company in connection with merger, consolidation or similar transaction involving the Company. Holder further agrees that the Company is authorized to and the Company agrees to place "“stop orders" ” on its books to prevent any transfer of shares of Common Stock or other securities of the Company held by Holder in violation of this Agreement. The Company agrees not to allow to occur any transaction inconsistent with this Agreement. b. Any subsequent issuance to and/or acquisition by Holder of Common Stock or options or instruments convertible into Common Stock will be subject to the provisions of this Agreement. c. The foregoing restrictions notwithstanding, the Insider may sell up to the number of shares of Common Stock (the “Insider Stock”) actually and/or beneficially owned by Insider on the Closing Date (as defined in the Securities Purchase Agreement) date hereof or hereafter acquired at a price of not less than the lower of Initial Conversion Price of the DebenturesPreferred Stock, or the Base Conversion Price in effect at the date of any sale, each as defined in the Debenture Certificate of Designation of Series B Preferred Stock of the Company, provided that such sales specified in this item (c) shall be subject the 144-Like Volume Limitations, as that term is defined below, and provided further that such sales specified in this item (c) may not exceed one-third (1/3) of the 144-Like Volume Restrictions in any thirty (30) day period during the Restriction Period. For purposes hereof,