Common use of Variable Rate Transactions Clause in Contracts

Variable Rate Transactions. Except as set forth on Schedule 3.12, from the date hereof until such time as no Purchaser holds any of the Warrants, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security 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 or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”, whereby the Company may issue securities at a future determined price. Any Purchaser 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.

Variable Rate Transactions. Except as set forth on Schedule 3.12, from From the date hereof until such time as no Purchaser holds any forty-five (45) days after the final Closing Date, without the prior written consent of the WarrantsPlacement Agent, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, receive additional shares of Common Stock or preferred stock of the Company either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, upon and/or varies with, with the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such debt or equity securities 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 debt or equity security 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 or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”, whereby the Company may issue securities at a future determined price. Any Purchaser shall be entitled price regardless of whether shares pursuant to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damagesagreement have actually been issued and regardless of whether such agreement is subsequently canceled.

Variable Rate Transactions. Except as set forth on Schedule 3.12, from From the date hereof until such time as no Purchaser holds any of the WarrantsPreferred Stock, the Company Company, shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company Company, or any of its Subsidiaries including Fr8 App of Common Stock Ordinary Shares or Common Stock Ordinary Shares Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Ordinary Shares, either (A) at a conversion price, exercise price 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 Ordinary Shares, at any time after the initial issuance of such debt or equity 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 debt or equity security 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 Ordinary Shares, or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”credit, whereby the Company may issue securities at a future determined price. Any Purchaser 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.

Variable Rate Transactions. Except as set forth on Schedule 3.12, from From the date hereof until such time as no Purchaser holds any of twelve (12) months following the WarrantsClosing Date, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock Shares or any securities convertible into or exchangeable or exercisable for Common Stock Equivalents Shares (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Shares either (A) at a conversion price, exercise price 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 Shares at any time after the initial issuance of such debt or equity 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 debt or equity security 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 Shares or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”credit, whereby the Company may issue securities at a future determined price; provided, however, that, after ninety (90) days following the Closing Date, the issuance of Common Shares pursuant to the Company’s “at the market” offering with ▇▇▇▇▇▇▇▇▇▇ as sales agent shall not be deemed a Variable Rate Transaction. Any Purchaser Underwriter 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.

Variable Rate Transactions. Except as set forth on Schedule 3.12The Company, from the date hereof until such at any time as no Purchaser holds while any of the WarrantsNote is outstanding, the Company shall be prohibited from effecting (except pursuant to an agreement in effect as of the date hereof) or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (or a combination of units thereof) equivalents involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the shares of Common Stock or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”agreement, whereby the Company may issue securities at a future determined price. Any Purchaser The Investor shall be entitled to obtain injunctive relief against the Company to preclude any such issuanceissuance or entry into any such transaction, which remedy shall be in addition to any right to collect damagesdamages and any adjustments herein.

Variable Rate Transactions. Except as set forth on Schedule 3.12, from From the date hereof until such time as no Purchaser holds any of the Warrants, the Company H▇▇▇▇▇, shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company H▇▇▇▇▇, or any of its Subsidiaries subsidiaries including Fr8 App of Common Stock Ordinary Shares or Common Stock Ordinary Shares Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company H▇▇▇▇▇ (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock Ordinary Shares, either (A) at a conversion price, exercise price 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 Ordinary Shares, at any time after the initial issuance of such debt or equity 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 debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company H▇▇▇▇▇ or the market for the Common Stock Ordinary Shares, or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”credit, whereby the Company H▇▇▇▇▇ may issue securities at a future determined price. Any Purchaser shall be entitled to obtain injunctive relief against the Company H▇▇▇▇▇ to preclude any such issuance, which remedy shall be in addition to any right to collect damages.

Variable Rate Transactions. Except as set forth on Schedule 3.12, from From the date hereof until such time as no Purchaser holds any forty-five (45) days after the Closing Date, without the prior written consent of the WarrantsPlacement Agent, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, receive additional shares of Common Stock or preferred stock of the Compay either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, upon and/or varies with, with the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such debt or equity securities 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 debt or equity security 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 or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”, whereby the Company may issue securities at a future determined price. Any Purchaser shall be entitled price regardless of whether shares pursuant to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damagesagreement have actually been issued and regardless of whether such agreement is subsequently canceled.

Variable Rate Transactions. Except as set forth on Schedule 3.12The Company, from at any time until the date hereof until such time as no Purchaser holds any later of (i) expiration of the WarrantsStandstill Period or (ii) the three (3) month anniversary of the Release Date, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price 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 debt or equity 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 debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the shares of Common Stock or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”, whereby the Company may issue securities at a future determined pricecredit. Any Purchaser The Holder 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 damagesdamages and any adjustments herein.