Proceeds Limitation

Proceeds Limitation. Shall mean $5,000,000 in aggregate consideration to the Company for shares of Common Stock or Common Stock Equivalents, which is the maximum permissible amount of consideration for shares of Common Stock and Common Stock Equivalents that could be issued by the Company without exceeding the Issuance Cap, as defined in Section 8.1(k) of the Series A3 Certificate of Designation and the Series B3 Certificate of Designation, respectively.