of Preferred Stock, $0.0001 par value per share (the Preferred Stock), of which (A) 13,332 shares have been designated as Series A-l Preferred Stock, $0.0001 par value per share (Series A Preferred), all of which are issued and outstanding as of immediately prior to the Closing, (B) 3,771,020 shares have been designated as Series B Preferred, 3,624,650 of which are issued and outstanding as of immediately prior to the Closing, (C) 2,560,245 shares have been designated as Series B-l Preferred, all of which are issued and outstanding as of immediately prior to the Closing, (D) 6,198,057 shares have been designated as Series C Preferred, all of which are issued and outstanding as of immediately prior to the Closing and (E) 15,740,000 shares have been designated as Series D Preferred, none of which are issued or outstanding as of immediately prior to the Closing.
(ii) The Company has reserved 4,158,868 shares of Common Stock in the aggregate for issuance under its 2004 stock incentive plan collectively, under which options to purchase 2,331,446 shares are outstanding. The Company has outstanding warrants to purchase an aggregate of 30,000 shares of Common Stock and warrants to purchase an aggregate of 146,370 shares of its Series B Preferred Stock. Other than as described in this clause (ii) and this Agreement, there are no other options, warrants, conversion privileges or other rights presently outstanding to purchase or otherwise acquire any authorized but unissued shares of the Companys capital stock or other securities of the Company.
(e) Other Commitments to Register Securities. Except as set forth in the Rights Agreement, the Company is not, pursuant to the terms of any other agreement currently in existence, under any obligation to register under the Act any of its presently outstanding securities or any of its securities which may hereafter be issued.
(f) Exempt Transaction. Subject to the accuracy of the Warrantholders representations in Section 10, the issuance of the Preferred Stock upon exercise of this Warrant, and the issuance of the Common Stock upon conversion of the Preferred Stock, will each constitute a transaction exempt from (i) the registration requirements of Section 5 of the Act, and (ii) the qualification requirements of the applicable state securities laws.
(g) Compliance with Rule 144. If the Warrantholder proposes to sell Preferred Stock issuable upon the exercise of this Warrant, or the Common Stock into which it is convertible, after the Initial Public Offering in compliance with Rule 144 promulgated by the SEC, then, upon Warrantholders written request to the Company, the Company shall furnish to the Warrantholder, within ten (10) days after receipt of such request, a written statement confirming the Companys compliance with the filing requirements of the SEC as set forth in such Rule, as such Rule may be amended from time to time.
(h) Information Rights. During the term of this Warrant, Warrantholder shall be entitled to the information rights contain in Section 7.1 of the Loan Agreement, and Section 7.1 of the Agreement is hereby incorporated into this Warrant by this reference as though fully set forth herein, provided, however, that the Company shall not be required to deliver a Compliance Certificate once all Indebtedness (as defined in the Loan Agreement) owed by the Company to Warrantholder has been repaid.