Common use of Alternate Cashless Exercise Clause in Contracts

Alternate Cashless Exercise. In addition to Section 2(c)(i) above, at the option of the Holder, a cashless exercise may also occur, in whole or in part on any Trading Day after the Initial Exercise Date if the trading price of the Common Stock at any time during such Trading Day or the prior Trading Day, on the Trading Market, is less than $0.20 (subject to adjustment for forward and reverse stock splits, stock dividends and the like that occur after the Initial Exercise Date), in which the Holder shall be entitled to receive a number of Warrant Shares equal to the product obtained by multiplying X by [(A-B)/B], where: (A) = the Exercise Price as in effect on the Initial Exercise Date (as adjusted for stock splits, stock dividends, stock recapitalizations or other similar events that occur after the Initial Exercise Date); (B) = 70% of the “Market Price”; and (X) = the number of shares of Common Stock that would be issuable upon exercise of this Warrant in accordance with the terms of this Warrant if such exercise were by means of a cash exercise rather than a cashless exercise. If Warrant Shares are issued in such a cashless exercise, the parties acknowledge and agree that in accordance with Section 3(a)(9) of the Securities Act, the Warrant Shares shall take on the characteristics of the Warrants being exercised, and the holding period of the Warrant Shares being issued may be tacked on to the holding period of this Warrant. The Company agrees not to take any position contrary to this Section 2(c)(ii). As used herein, the following definitions have the following meanings:

Alternate Cashless Exercise. In addition to Section 2(c)(i) above, at the option of the HolderHolder after August __, 2019, a cashless exercise may also occur, in whole or in part on any Trading Day after the Initial Exercise Date if the trading price of the Common Stock at any time during such Trading Day Market Price is equal to or the prior Trading Day, on the Trading Market, is less than $0.20 [__] (subject to adjustment for forward and reverse stock splits, stock dividends and the like that occur after the Initial Exercise Date), in which the Holder shall be entitled to receive a number of Warrant Shares equal to the product obtained by multiplying X by [(A-B)/B], where: (A) = the Exercise Price as in effect on the Initial Exercise Date (as adjusted for stock splits, stock dividends, stock recapitalizations or other similar events that occur after the Initial Exercise Date); (B) = 7085% of the “Market Price”; and (X) = the number of shares of Common Stock Warrant Shares that would be issuable upon exercise of this Warrant in accordance with the terms of this Warrant if such exercise were by means of a cash exercise rather than a cashless exercise. If Warrant Shares are issued in such a cashless exercise, the parties acknowledge and agree that in accordance with Section 3(a)(9) of the Securities Act, the Warrant Shares shall take on the registered characteristics of the Warrants being exercised, and the holding period of the Warrant Shares being issued may be tacked on to the holding period of this Warrant. The Company agrees not to take any position contrary to this Section 2(c)(ii). As used herein, the following definitions have the following meanings:

Alternate Cashless Exercise. In addition to Section 2(c)(i) above, at the option of the Holderaddition, a cashless exercise may also occuroccur after Stockholder Approval (as defined in the Inducement Offer Letter) is obtained (the “Alternate Cashless Exercise”). In such event, in whole or in part on any Trading Day after the Initial Exercise Date if the trading price lieu of the Common Stock at any time during such Trading Day or formula, the prior Trading Day, on the Trading Market, is less than $0.20 (subject to adjustment for forward and reverse stock splits, stock dividends and the like that occur after the Initial Exercise Date), in which the Holder shall be entitled to receive a aggregate number of Warrant Shares issuable in such Alternate Cashless Exercise pursuant to any given Notice of Exercise electing to effect an Alternate Cashless Exercise shall equal to the product obtained by multiplying X by [of (A-B)/B], where: (Ax) = the Exercise Price as in effect on the Initial Exercise Date (as adjusted for stock splits, stock dividends, stock recapitalizations or other similar events that occur after the Initial Exercise Date); (B) = 70% of the “Market Price”; and (X) = the aggregate number of shares of Common Stock Warrant Shares that would be issuable upon exercise of this Warrant in accordance with the terms of this Warrant if such exercise were by means of a cash exercise rather than a cashless exerciseexercise and (y) 1.0. The Company may not issue any shares of Common Stock upon an Alternate Cashless Exercise unless and until such date that the Company has obtained the Stockholder Approval. If Warrant Shares are issued in such a cashless exercisean Alternate Cashless Exercise, the parties acknowledge and agree that in accordance with Section 3(a)(9) of the Securities Act, the Warrant Shares shall take on the registered characteristics of the Warrants being exercised, and the holding period of the Warrant Shares being issued may be tacked on to the holding period of this Warrant. The Company agrees not to take any position contrary to this Section 2(c)(ii2(c). As used hereinWithout limiting the rights of a Holder to receive Warrant Shares on an Alternate Cashless Exercise and without limiting the liquidated damages provision in Section 2(d)(i) and the buy-in provision in Section 2(d)(iv), in no event will the following definitions have the following meanings:Company be required to net cash settle a Warrant exercise.

Alternate Cashless Exercise. In addition to Section 2(c)(i) above, at the option of the Holder, a cashless exercise may also occur, in whole or in part (i) after May [●], 2019 and (ii) on any Trading Day after the Initial Exercise Date if the trading price of VWAP for the Common Stock at any time during such Trading Day immediately prior to such date is equal to or the prior Trading Day, on the Trading Market, is less than $0.20 0.25 (subject to adjustment for forward and reverse stock splits, stock dividends and the like that occur after the Initial Exercise Date), in which the Holder shall be entitled to receive a number of Warrant Shares equal to the product obtained by multiplying X by [(A-A- B)/B], where: (A) = the Exercise Price as in effect on the Initial Exercise Date (as adjusted for stock splits, stock dividends, stock recapitalizations or other similar events that occur after the Initial Exercise Date); (B) = 7085% of the “Market Price”; provided, however, during the pendency of any Event under Section 2(d) of the Registration Rights Agreement, this variable (B) shall be 62.5% of the Market Price at the time of exercise during the occurrence of any Event (as defined in the Registration Rights Agreement; and (X) = the number of shares of Common Stock Warrant Shares that would be issuable upon exercise of this Warrant in accordance with the terms of this Warrant if such exercise were by means of a cash exercise rather than a cashless exercise. If Warrant Shares are issued in such a cashless exercise, the parties acknowledge and agree that in accordance with Section 3(a)(9) of the Securities Act, the Warrant Shares shall take on the characteristics of the Warrants being exercised, and the holding period of the Warrant Shares being issued may be tacked on to the holding period of this Warrant. The Company agrees not to take any position contrary to this Section 2(c)(ii). As used herein, the following definitions have the following meanings: