Registration Statement. The Registration Statement is effective and neither the Company nor the Investor shall have received notice that the Commission has issued or intends to issue [[Organization A:Organization]] stop order with respect to the Registration Statement. The Company shall have [[Organization A:Organization]] maximum dollar amount certain of Common Stock registered under the Registration Statement which # as of the Commencement Date, is sufficient to issue to the Investor not less than the Total Commitment worth of Common Stock, and # as of the applicable VWAP Purchase Exercise Date, is sufficient to issue to the Investor not less than the maximum dollar amount worth of Shares issuable pursuant to the applicable VWAP Purchase Notice.

Registration Statement. The Registration Statement is effective and neither the Company nor the Investor shall have received notice that the Commission has issued or intends to issue [[Organization A:Organization]] stop order with respect to the Registration Statement. The Company shall have [[Organization A:Organization]] maximum dollar amount certain of Common Stock registered under the Registration Statement which # as of the Commencement Date, is sufficient to issue to the Investor not less than the Total Commitment worth of Common Stock, and # as of the applicable VWAP Purchase Exercise Date, is sufficient to issue to the Investor not less than the maximum dollar amount worth of Shares issuable pursuant to the applicable VWAP Purchase Notice. As of the Commencement Date and the applicable VWAP Purchase Exercise Date, the Investor shall be permitted to utilize the Prospectus to resell all of the Securities it then owns or has the right to acquire pursuant to all VWAP Purchase Notices delivered by the Company to the Investor pursuant to this Agreement.