Common use of Book Entry Warrants Clause in Contracts

Book Entry Warrants. (a) A Book-Entry Warrant may not be exchanged for a beneficial interest in a Global Warrant except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent of appropriate written instruments of transfer with respect to a Book-Entry Warrant, in form satisfactory to the Warrant Agent, together with written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the number of Warrants represented by the Global Warrant equal to the number of Warrants represented by such Book-Entry Warrant, then the Warrant Agent shall cancel such Book-Entry Warrant on the Registry and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrants represented by the Global Warrant to be increased accordingly. If no Global Warrants are then outstanding, the Company shall issue and the Warrant Agent shall, upon written order of the Company signed by one officer of the Company, countersign a new Global Warrant representing the appropriate number of Warrants. (b) When Book-Entry Warrants are presented to the Warrant Agent with a written request (i) to register the transfer of the Book-Entry Warrants; or (ii) to exchange such Book-Entry Warrants for an equal number of Book-Entry Warrants of other authorized denominations, the Warrant Agent shall register the transfer or make the exchange as requested if its customary requirements for such transactions are met; provided, however, that the Warrant Agent has received a written instruction of transfer in form satisfactory to the Warrant Agent, duly executed by the Holder thereof or by its attorney, duly authorized in writing.

Book Entry Warrants. (a) A Book-Entry Warrant may not be exchanged for a beneficial interest in a Global Warrant Certificate except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent of appropriate written instruments of transfer with respect to a Book-Entry Warrant, in form satisfactory to the Warrant Agent, together with written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant Certificate to reflect an increase in the number of Warrants represented by the Global Warrant Certificate equal to the number of Warrants represented by such Book-Entry Warrant, then the Warrant Agent shall cancel such Book-Entry Warrant on the Registry Warrant Register and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrants represented by the Global Warrant Certificate to be increased accordingly. If no Global Warrants Warrant Certificates are then outstanding, the Company shall issue and the Warrant Agent shall, upon written order of the Company signed by one officer of the Company, shall countersign a new Global Warrant Certificate representing the appropriate number of Warrants. (b) When Book-Entry Warrants are presented to the Warrant Agent with a written request (i) to register the transfer of the Book-Entry Warrants; or (ii) to exchange such Book-Entry Warrants for an equal number of Book-Entry Warrants of other authorized denominations, the Warrant Agent shall register the transfer or make the exchange as requested if its customary requirements for such transactions are met; provided, however, that the Warrant Agent has received a written instruction of transfer in form satisfactory to the Warrant Agent, duly executed by the Holder thereof or by its his attorney, duly authorized in writing.

Book Entry Warrants. (a) A The Warrants shall be issued as of the date of issuance in book-entry form in the name of each holder and in such amounts as instructed by the Company in writing (which may be by e-mail) (the “Book-Entry Warrant may not be exchanged for Warrants” and each, a beneficial interest in a Global Warrant except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent of appropriate written instruments of transfer with respect to a “Book-Entry Warrant”). Ownership of beneficial interests in the Warrants shall be shown on, in form satisfactory to and the transfer of such ownership shall be effected through, records maintained by the Warrant Agent, together with written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the number of Warrants represented by the Global Warrant equal to the number of Warrants represented by such Book-Entry Warrant, then the Warrant Agent shall cancel such Book-Entry Warrant on the Registry and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrants represented by the Global Warrant to be increased accordingly. If no Global Warrants are then outstanding, the Company shall issue and the Warrant Agent shall, upon written order of the Company signed by one officer of the Company, countersign a new Global Warrant representing the appropriate number of Warrants. (b) When Book-Entry Warrants are presented A Holder has the right to elect, at any time or from time to time, a Warrant Exchange (as defined below) pursuant to a Warrant Certificate Request Notice (as defined below). Upon written notice by a Holder to the Warrant Agent with a written request (i) to register for the transfer exchange of the Book-Entry Warrants; some or (ii) to exchange all of such Holder’s Book-Entry Warrants for an equal a Warrant Certificate, evidencing the same number of Warrants, which request shall be in the form attached hereto as Annex A (a “Warrant Certificate Request Notice” and the date of delivery of such Warrant Certificate Request Notice by the Holder, the “Warrant Certificate Request Notice Date” and the deemed surrender upon delivery by the Holder of a number of Book-Entry Warrants for the same number of other authorized denominationsWarrants evidenced by a Warrant Certificate, a “Warrant Exchange”), the Warrant Agent shall register promptly effect the transfer or make Warrant Exchange and shall promptly issue and deliver to the exchange as requested if its customary requirements Holder a Warrant Certificate for such transactions are metnumber of Warrants in the name set forth in the Warrant Certificate Request Notice. Such Warrant Certificate shall be dated the original issue date of the Warrants, shall be executed by manual signature by an authorized signatory of the Company, shall be in the form attached hereto as Exhibit A. In connection with a Warrant Exchange, the Company agrees to deliver, or to direct the Warrant Agent to deliver, the Warrant Certificate to the Holder within three (3) Business Days of the Warrant Certificate Request Notice pursuant to the delivery instructions in the Warrant Certificate Request Notice (“Warrant Certificate Delivery Date”). The Company covenants and agrees that, upon the date of delivery of the Warrant Certificate Request Notice, the Holder shall be deemed to be the holder of the Warrant Certificate. Notwithstanding anything to the contrary set forth herein, the Warrants shall be subject to all of the terms and conditions of this Agreement and the Warrant Certificate (regardless of whether a Holder has elected a Warrant Exchange); provided, however, that in the event of any conflict between this Agreement and the Warrant Agent has received a written instruction of transfer in form satisfactory to the Warrant AgentCertificate, duly executed by the Holder thereof or by its attorney, duly authorized in writingthis Agreement shall control.

Book Entry Warrants. (a) A The Warrants shall be issuable in book-entry form in the name of each holder and in such amounts as instructed by the Company in writing (which may be by e-mail) (the “Book-Entry Warrant may not be exchanged for Warrants” and each, a beneficial interest in a Global Warrant except upon satisfaction of the requirements set forth below. Upon receipt by the Warrant Agent of appropriate written instruments of transfer with respect to a “Book-Entry Warrant”). Ownership of beneficial interests in the Warrants shall be shown on, in form satisfactory to and the transfer of such ownership shall be effected through, records maintained by the Warrant Agent, together with written instructions directing the Warrant Agent to make, or to direct the Depositary to make, an endorsement on the Global Warrant to reflect an increase in the number of Warrants represented by the Global Warrant equal to the number of Warrants represented by such Book-Entry Warrant, then the Warrant Agent shall cancel such Book-Entry Warrant on the Registry and cause, or direct the Depositary to cause, in accordance with the standing instructions and procedures existing between the Depositary and the Warrant Agent, the number of Warrants represented by the Global Warrant to be increased accordingly. If no Global Warrants are then outstanding, the Company shall issue and the Warrant Agent shall, upon written order of the Company signed by one officer of the Company, countersign a new Global Warrant representing the appropriate number of Warrants. (b) When Book-Entry Warrants are presented A Holder has the right to elect at any time or from time to time a Warrant Exchange (as defined below) pursuant to a Warrant Certificate Request Notice (as defined below). Upon written notice by a Holder to the Warrant Agent with a written request (i) to register for the transfer exchange of the Book-Entry Warrants; some or (ii) to exchange all of such Holder’s Book-Entry Warrants for an equal a Warrant Certificate, evidencing the same number of Warrants, which request shall be in the form attached hereto as Annex A (a “Warrant Certificate Request Notice” and the date of delivery of such Warrant Certificate Request Notice by the Holder, the “Warrant Certificate Request Notice Date” and the deemed surrender upon delivery by the Holder of a number of Book-Entry Warrants for the same number of other authorized denominationsWarrants evidenced by a Warrant Certificate, a “Warrant Exchange”), the Warrant Agent shall register promptly effect the transfer or make Warrant Exchange and shall promptly issue and deliver to the exchange as requested if its customary requirements Holder a Warrant Certificate for such transactions are met; providednumber of Warrants in the name set forth in the Warrant Certificate Request Notice. Such Warrant Certificate shall be dated the original issue date of the Warrants, howevershall be executed by manual signature by an authorized signatory of the Company, that shall be in the form attached hereto as Exhibit 1-A and Exhibit 1-B. In connection with a Warrant Exchange, the Company agrees to deliver, or to direct the Warrant Agent has received a written instruction of transfer in form satisfactory to deliver, the Warrant Certificate to the Holder within three (3) Business Days of the Warrant AgentCertificate Request Notice pursuant to the delivery instructions in the Warrant Certificate Request Notice (“Warrant Certificate Delivery Date”). The Company covenants and agrees that, duly executed upon the date of delivery of the Warrant Certificate Request Notice, the Holder shall be deemed to be the holder of the Warrant Certificate and, notwithstanding anything to the contrary set forth herein, the Warrant Certificate shall be deemed for all purposes to contain all of the terms and conditions of the Warrants evidenced by such Warrant Certificate and the terms of this Agreement, other than Section 9 herein, shall not apply to the Warrants evidenced by the Holder thereof or by its attorney, duly authorized in writingWarrant Certificate.