The Company shall use the net proceeds hereunder for general working capital purposes, and shall not use such proceeds: (a) for the satisfaction of any portion of any of the Company’s other debt (other than payment of trade payables in the ordinary course of the Company’s business and prior practices), (b) for the redemption of any Common Stock or Common Stock Equivalents, (c) for the settlement of any outstanding litigation or (d) in violation of FCPA or OFAC regulations.