Common use of Acceptance of Subscription Clause in Contracts

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock Subscribed Shares and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for Securitiesthe Units, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this Purchaser’s subscription is rejected in whole whole, or the Offering of Securities is terminatedterminated or the Minimum Amount is not subscribed for and accepted, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this Purchaser’s subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock Notes and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or whole, the Offering of Securities is terminatedterminated or the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole and absolute discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, prior to the Closing of such Units, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or whole, the Offering of Securities Units is terminatedterminated or the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock Shares and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement, along with all other applicable Subscription Documents. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including hereunder until the issuance of Subscription Amount is received by the Series C Preferred Stock Company and the Warrants, until the Company shall execute has executed and deliver delivered to the Purchaser an a fully executed and compiled copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminatedterminated within the Offering Period, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and the Placement Agent, in its their mutual sole discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Neither the Company shall nor the Placement Agent will have no any obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute executes and deliver delivers to the Purchaser an executed copy of signature page to this Subscription Agreement. If this a Purchaser’s subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction thereon, and this Subscription Agreement shall will thereafter be of no further force or effect. If this a Purchaser’s subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction thereon, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for Securitiesthe Units, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this Purchaser's subscription is rejected in whole whole, or the Offering of Securities is terminatedterminated or the Minimum Amount is not subscribed for and accepted, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this Purchaser's subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and Matinas, in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or whole, the Offering of Securities Units is terminatedterminated or the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole and absolute discretion, reserves the right to accept or reject this or any other subscription for SecuritiesNotes, in whole or in part, prior to the Closing of such Notes, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this a subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and Organovo, in its their sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, the Offering of Units is terminated or the Offering of Securities Amount is terminatednot raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and InVivo, in its their sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, the Offering of Units is terminated or the Offering of Securities Amount is terminatednot raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock Subscribed Shares and the Warrants, until the Company shall execute and 1 Include bracketed language throughout, as necessary, depending on whether subscription is placed through placement agent. deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or the Offering offering of Securities Units is terminatedterminated or the Minimum Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and/or the Placement Agent, each in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser Placement Agent (on behalf of the Purchaser) an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, Company reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and in any order, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement and all other documents executed by the Purchaser shall thereafter be of no further force or effect. If this subscription is rejected in part, and in any order, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect with respect to the extent this part of the subscription that was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or the Offering of Securities expires or is terminatedterminated or the Minimum Amount is not raised, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, the Offering is terminated, or the Minimum Amount is not sold within the Offering of Securities is terminatedPeriod, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this its subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the WarrantsSecurities, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this the subscription of Purchaser is rejected in whole or the Offering offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this the subscription of Purchaser is rejected in part, the funds for the rejected portion of this the subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this the subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and HRAA, in its their sole and absolute discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesShares, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscriptionat any time. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is is: (i) rejected in whole or whole; (ii) the Offering of Securities is terminated; or (iii) the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or whole, the Offering of Securities Units is terminatedterminated or the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany or X-Factor, in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for Securitiesthe Common Stock, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription AgreementAgreement to the Purchaser. If this subscription is rejected in whole whole, the Minimum Offering Amount is not sold or the Offering of Securities the Common Stock is terminated, terminated all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C D Preferred Stock and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and Citius LLC, in its their sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, the Offering of Units is terminated or the Offering of Securities Amount is terminatednot raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including hereunder until the issuance of Subscription Amount is received by the Series C Preferred Stock Company and the Warrants, until the Company shall execute has executed and deliver delivered to the Purchaser an a fully executed and compiled copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for the Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription AgreementAgreement to the Purchaser. If this subscription is rejected in whole or the Offering of the Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securitiesthe Shares, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall will have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute executes and deliver delivers to the Purchaser an executed copy of this Subscription Agreement. If this Purchaser’s subscription is rejected in whole whole, or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall will thereafter be of no further force or effect. If this Purchaser’s subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany or the Placement Agent, in its their sole discretion, each reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and in any order, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminatedterminated or the Minimum Amount is not raised, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, and in any order, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted. 5.

Acceptance of Subscription. The Purchaser Investor understands that this Agreement is binding in nature upon Investor and agrees that the Investor will be obligated to provide the funds set forth in section 2 if this Agreement is accepted. The Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securitiesthe Units, in whole or in part, notwithstanding prior receipt by the Purchaser Investor of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser Investor an executed copy of this Subscription Agreement and the Stockholders’ Agreement. If this subscription is rejected in whole or the Offering of Securities is terminatedwhole, all funds received from the Purchaser Investor will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, Company reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and in any order, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminatedterminated or the Minimum Amount is not raised, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement and all other documents executed by the Purchasers shall thereafter be of no further force or effect. If this subscription is rejected in part, and in any order, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect with respect to the extent this part of the subscription that was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for Securitiesthe Shares, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this Purchaser’s subscription is rejected in whole whole, or the Offering of Securities is terminatedterminated or the Minimum Amount is not subscribed for and accepted, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this Purchaser’s subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and/or the Placement Agent, each in its their sole discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser Placement Agent (on behalf of the Purchaser) an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and XxxXxx, in its their sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, the Offering of Units is terminated or the Offering of Securities Amount is terminatednot raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for Securitiesthe Units, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance Placement Agent of this subscriptionAgreement or by the Escrow Agent of the Purchaser’s payment of the subscription price. The Neither OnPoint nor the Company shall have no any obligation hereunder, including the issuance of the Series C Preferred Stock hereunder until OnPoint and the Warrants, until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription AgreementAgreement indicating their acceptance. If this Purchaser’s subscription is rejected in whole whole, or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this Purchaser’s subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesShares, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this its subscription. The Company shall have no obligation hereunder, including hereunder until this Subscription Amount is received by the issuance of the Series C Preferred Stock Company and the Warrants, until the Company shall execute has executed and deliver delivered to the Purchaser an a fully executed and compiled copy of this Subscription Agreement. If this such Purchaser’s subscription is rejected in whole or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this such Purchaser’s subscription is rejected in part, the funds for the rejected portion of this its subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this such Purchaser’s subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, and for any reason or no reason, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminated, or if the Company fails to conduct an initial closing of subscriptions for at least the Minimum Amount, within the Offering Period, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and Rackwise, in its their sole and absolute discretion, reserves reserve the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole or whole, the Offering of Securities Units is terminatedterminated or the Minimum Offering Amount is not raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser Subscriber understands and agrees that the Company, in its sole discretion, reserves the right to accept or reject this or any other subscription for Securitiesthe Units, in whole or in part, notwithstanding prior receipt by the Purchaser Subscriber of notice of acceptance of this or any other subscription. The Company shall will have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute executes and deliver delivers to the Purchaser Subscriber an executed copy of this Subscription Agreement. If this Subscriber's subscription is rejected in whole whole, or the Offering of Securities is terminatedterminated or the Minimum Release Amount is not subscribed for and accepted, all funds received from the Purchaser Subscriber will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall will thereafter be of no further force or effect. If this Subscriber's subscription is rejected in part, the funds for the rejected portion of this such subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this such subscription was accepted.

Acceptance of Subscription. Upon the execution hereof by the Investor, payment of the Purchase Price by the Investor and acceptance by the Company, the Company will issue to the Investor a certificate representing the number of shares of Common Stock purchased by the Investor hereunder. The Purchaser Investor understands and agrees that the Company, in its sole discretion, Company reserves the right to accept or reject this or any other subscription for Securitiesthe Shares, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser Investor an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the Offering of Securities is terminatedwhole, all funds received from the Purchaser Investor will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted. The Investor understands that the Company will rely to a material degree on the truth and accuracy of the information, representations and warranties furnished herein by the Investor in determining whether to accept or reject the Investor’s subscription.

Acceptance of Subscription. The Purchaser understands and agrees that the Company, Company in its sole discretion, discretion reserves the right to accept or reject this or any other subscription for SecuritiesUnits, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or this Offering of Units is terminated or the Offering of Securities Minimum Amount is terminatednot raised, all funds received from the Purchaser will be returned without interest or offset, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.

Acceptance of Subscription. The Purchaser understands and agrees that the CompanyCompany and the Placement Agent, in its sole discretion, reserves their discretion reserve the right to accept or reject this or any other subscription for Securities, in whole or in part, notwithstanding prior receipt by the Purchaser of notice of acceptance of this or any other subscription. The Company shall have no obligation hereunder, including the issuance of the Series C Preferred Stock and the Warrants, hereunder until the Company shall execute and deliver to the Purchaser Placement Agent (on behalf of the Purchaser) an executed copy of this Subscription Agreement. If this subscription is rejected in whole whole, or the Offering of Securities is terminated, all funds received from the Purchaser will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest interest, penalty, expense or offsetdeduction, and this Subscription Agreement will continue in full force and effect to the extent this subscription was accepted.