Common use of Variable Rate Transaction Clause in Contracts

Variable Rate Transaction. From the date hereof until 18 months after the Effective Date of the initial Shelf Registration Statement required to be filed by the Company pursuant to Section 2(a) of the Registration Rights Agreement which covers all of the securities required to be covered thereunder, the Company shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction. “Variable Rate Transaction” shall mean a transaction in which the Company directly or indirectly (i) issues or sells any Equivalents either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such Equivalents, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Equivalents or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, but not limited to, an equity line of credit) whereby the Company may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). The Investor shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages. Notwithstanding the foregoing, the Company may effect a Subsequent Placement involving a Variable Rate Transaction with the prior written consent of the holders of at least 70% in interest of the shares of Common Stock issued or sold in connection with the Offering on the Closing Date (it being understood and agreed for clarification purposes that if such consent is obtained then such Subsequent Placement shall be subject to Section 5.10 below).

Variable Rate Transaction. From Until the earlier to occur of (x) the first day immediately following the eighteen (18) month anniversary of the Closing Date and (y) the date hereof until 18 months after the Effective Date on which none of the initial Shelf Registration Statement required to be filed by the Company pursuant to Section 2(a) of the Registration Rights Agreement which covers all of the securities required to be covered thereunderWarrants are outstanding, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate Transaction. “Variable Rate Transaction” shall mean means a transaction in which the Company directly or indirectly any Subsidiary (i) issues or sells any Equivalents Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of of, or quotations for for, the shares of Common Stock at any time after the initial issuance of such EquivalentsConvertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Equivalents Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant provided that the parties acknowledge that Convertible Securities that contain provisions substantially similar to, or that are less favorable to the holder thereof than, the provisions set forth in Sections 2(b) and 2(c) of the Warrants shall not be deemed to be a customary “weighted average” anti-dilution provision Variable Rate Transaction or (ii) enters into any agreement (including, but not limited towithout limitation, an “equity line of credit”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rightsrights and other than an “at-the-market offering”). The Investor Each Buyer shall be entitled to obtain injunctive relief against the Company and its Subsidiaries to preclude any such issuance, which remedy shall be in addition to any right to collect damages. Notwithstanding the foregoing, the Company may effect a Subsequent Placement involving a Variable Rate Transaction with the prior written consent of the holders of at least 70% in interest of the shares of Common Stock issued or sold in connection with the Offering on the Closing Date (it being understood and agreed for clarification purposes that if such consent is obtained then such Subsequent Placement shall be subject to Section 5.10 below).

Variable Rate Transaction. From Beginning on the date hereof and until 18 months after the Effective Date earlier of (a) the twelve (12) month anniversary of the initial Shelf Registration Statement required to be filed by Applicable Date and (b) the Company pursuant to Section 2(a) of the Registration Rights Agreement date on which covers all of the securities required to be covered thereunderBuyers shall have sold all of the Registrable Securities, the Company and each Subsidiary shall be prohibited from effecting or entering into an agreement to effect any Subsequent Placement involving a Variable Rate TransactionTransaction (it being expressly understood and agreed that the foregoing shall not prohibit the Company from consummating the transactions contemplated by this Agreement). “Variable Rate Transaction” shall mean means a transaction in which the Company directly or indirectly any Subsidiary (i) issues or sells any Equivalents Convertible Securities either (A) at a conversion, exercise or exchange rate or other price that is based upon and/or varies with the trading prices of of, or quotations for for, the shares of Common Stock at any time after the initial issuance of such EquivalentsConvertible Securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such Equivalents Convertible Securities or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock, other than pursuant to a customary “weighted average” anti-dilution provision or (ii) enters into any agreement (including, but not limited towithout limitation, an “equity line of credit” or an “at-the-market offering”) whereby the Company or any Subsidiary may sell securities at a future determined price (other than standard and customary “preemptive” or “participation” rights). The Investor Each Buyer shall be entitled to obtain injunctive relief against the Company and its Subsidiaries to preclude any such issuance, which remedy shall be in addition to any right to collect damages. Notwithstanding the foregoing, the Company may effect a Subsequent Placement involving a Variable Rate Transaction with the prior written consent of the holders of at least 70% in interest of the shares of Common Stock issued or sold in connection with the Offering on the Closing Date (it being understood and agreed for clarification purposes that if such consent is obtained then such Subsequent Placement shall be subject to Section 5.10 below).