Common use of Divisibility of Warrant; Transfer of Warrant Clause in Contracts

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by written notice to the Company requesting such change. Any notice or written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such transfer (whether by sale, encumbrance, assignment or otherwise) may be effected without registration under the Act.

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany Office, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall promptly be canceled. The Holder may change its address Each Warrantholder agrees that no later than the fourth Business Day prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give written notice to the Company requesting of such changeWarrantholder's intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure compliance with the Securities Act or the applicable exemption from registration thereunder. The Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not acceptable to the Company or if such documentation is not provided. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of or the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall promptly be canceled. The Holder may change its address Each Warrantholder agrees that prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give written notice to the Company requesting of such changeWarrantholder's intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if reasonably requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company's counsel, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure compliance with the Securities Act. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) This Warrant may only be transferred by the Warrantholder with the prior written consent of the Company; provided that the Warrantholder shall have the right to transfer this Warrant to any wholly-owned subsidiary of the original Warrantholder. Except as set forth above, any transfer of this Warrant without the prior written consent of the Company shall be void and of no force and effect. Except as set forth above, the Warrantholder expressly agrees not to sell, transfer, assign or otherwise dispose of any of the Warrant Shares until the first anniversary of the acquisition of such Warrant Shares pursuant to this Warrant without the prior written consent of the Company. (b) Subject to the provisions of this Section 6Section, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany located at 1221 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, without charge to any Warrantholder. Upon Subject to the provisions of this Section, upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject . (c) Subject to the provisions of this Section 61.6, upon surrender of this Warrant to the Company with a duly executed Assignment Form and funds sufficient to pay any transfer tax, the Company shall, without charge, execute and deliver a new Warrant or Warrants of like tenor in the name of the assignee named in such Assignment Form, and this Warrant shall promptly be canceled. Prior to any proposed transfer (whether as the result of a division or otherwise) of this Warrant, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by give written notice to the Company requesting of the Warrantholder's intention to effect such changetransfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition to the restrictions contained in this Section, the Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not reasonably acceptable to the Company. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall promptly be canceled. The Holder may change its address Each Warrantholder agrees that prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give written notice to the Company requesting of such changeWarrantholder’s intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if reasonably requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) and be reasonably satisfactory in form and substance to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determinationcounsel, upon advice of counsel to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act.. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure

Divisibility of Warrant; Transfer of Warrant. (a) This Warrant may only be transferred by the Warrantholder with the prior written consent of the Company; provided that the Warrantholder shall have the right to transfer this Warrant to any wholly-owned subsidiary of the original Warrantholder. Except as set forth above, any transfer of this Warrant without the prior written consent of the Company shall be void and of no force and effect. (b) Subject to the provisions of this Section 6Section, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany located at 1221 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, without charge to any Warrantholder. Upon Subject to the provisions of this Section, upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject . (c) Subject to the provisions of this Section 61.5, upon surrender of this Warrant to the Company with a duly executed Assignment Form and funds sufficient to pay any transfer tax, the Company shall, without charge, execute and deliver a new Warrant or Warrants of like tenor in the name of the assignee named in such Assignment Form, and this Warrant shall promptly be canceled. Prior to any proposed transfer (whether as the result of a division or otherwise) of this Warrant, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by give written notice to the Company requesting of the Warrantholder's intention to effect such changetransfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition to the restrictions contained in this Section, the Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not reasonably acceptable to the Company. The term “Warrant” as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) 1.6.1. Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The 1.6.2. Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall promptly be canceled. The Holder may change its address Each Warrantholder agrees that prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give advance written notice to the Company requesting of such changeWarrantholder's intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in reasonably sufficient detail, and, if reasonably requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company's counsel, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure compliance with the Securities Act. The Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not reasonably acceptable to the Company or if such documentation is not provided. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one at least ten thousand (1,00010,000) shares or multiples thereofshares, upon surrender at the principal office of the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall automatically be canceled. The Holder may change its address Each Warrantholder agrees that prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give written notice to the Company requesting of such changeWarrantholder's intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if reasonably requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company's counsel, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act and is otherwise in accordance with applicable state securities laws. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure compliance with the Securities Act. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) Subject to the provisions of this Section 61.6, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the Company, without charge to any Warrantholder. Upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Upon surrender of this Warrant to the Company will maintain with a register (duly executed Assignment Form and funds sufficient to pay any transfer tax, the “Company shall, without charge, execute and deliver a new Warrant Register”) containing or Warrants of like tenor in the name and address of the Holderassignee named in such Assignment Form, and this Warrant shall promptly be canceled. The Holder may change its address Each Warrantholder agrees that prior to any proposed transfer (whether as shown on the Warrant Register by result of a division or otherwise) of this Warrant, such Warrantholder shall give written notice to the Company requesting of such changeWarrantholder's intention to effect such transfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if reasonably requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company's counsel, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act; provided, however, that no opinion of counsel shall be necessary for a transfer of this Warrant by the Warrantholder to its stockholders, officers, directors or employees. In addition, the Warrantholder and the transferee shall execute any documentation reasonably required by the Company to ensure compliance with the Securities Act. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) This Warrant may only be transferred by the Warrantholder with the prior written consent of the Company; provided that the Warrantholder shall have the right to transfer this Warrant to any wholly-owned subsidiary of the original Warrantholder. Except as set forth above, any transfer of this Warrant without the prior written consent of the Company shall be void and of no force and effect. (b) Subject to the provisions of this Section 6Section, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany located at 1221 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, without charge to any Warrantholder. Upon Subject to the provisions of this Section, upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject . (c) Subject to the provisions of this Section 61.6, upon surrender of this Warrant to the Company with a duly executed Assignment Form and funds sufficient to pay any transfer tax, the Company shall, without charge, execute and deliver a new Warrant or Warrants of like tenor in the name of the assignee named in such Assignment Form, and this Warrant shall promptly be canceled. Prior to any proposed transfer (whether as the result of a division or otherwise) of this Warrant, the Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by give written notice to the Company requesting of the Warrantholder's intention to effect such changetransfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition to the restrictions contained in this Section, the Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not reasonably acceptable to the Company. The term “Warrant” as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.

Divisibility of Warrant; Transfer of Warrant. (a) This Warrant may only be transferred by the Warrantholder with the prior written consent of the Company; provided that the Warrantholder shall have the right to transfer this Warrant to any wholly-owned subsidiary of the original Warrantholder. Except as set forth above, any transfer of this Warrant without the prior written consent of the Company shall be void and of no force and effect. Except as set forth above, the Warrantholder expressly agrees not to sell, transfer, assign or otherwise dispose of any of the Warrant Shares until the first anniversary of the acquisition of such Warrant Shares pursuant to this Warrant without the prior written consent of the Company. (b) Subject to the provisions of this Section 6Section, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany located at 1221 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, without charge to any Warrantholder. Upon Subject to the provisions of this Section, upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject . (c) Subject to the provisions of this Section 61.6, the Warrantholder shall also have the right to transfer upon surrender of this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by written notice to the Company requesting such change. Any notice or written communication required or permitted with a duly executed Assignment Form and funds sufficient to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Registerpay any transfer tax, the Company may treat shall, without charge, execute and deliver a new Warrant or Warrants of like tenor in the Holder as shown on name of the Warrant Register as the absolute owner of assignee named in such Assignment Form, and this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such transfer (whether by sale, encumbrance, assignment or otherwise) may be effected without registration under the Act.promptly be

Divisibility of Warrant; Transfer of Warrant. (a) This Warrant may only be transferred by the Warrantholder with the prior written consent of the Company; provided that the Warrantholder shall have the right to transfer this Warrant to any wholly-owned subsidiary of the original Warrantholder. Except as set forth above, any transfer of this Warrant without the prior written consent of the Company shall be void and of no force and effect. Except as set forth above, the Warrantholder expressly agrees shall not sell, transfer, assign or otherwise dispose of any of the Warrant Shares until the first anniversary of the acquisition of such Warrant Shares pursuant to this Warrant without the prior written consent of the Company. (b) Subject to the provisions of this Section 6Section, this Warrant may be divided into no more than ten (10) warrants of one thousand (1,000) shares or multiples thereof, upon surrender at the principal office of the CompanyCompany located at 1221 Avenue of the Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, without charge to any Warrantholder. Upon Subject to the provisions of this Section, upon such division, the Warrants may be transferred of record as the then Warrantholder may specify without charge to such Warrantholder (other than any applicable transfer taxes). In addition, subject . (c) Subject to the provisions of this Section 616, upon surrender of this Warrant to the Company with a duly executed Assignment Form and funds sufficient to pay any transfer tax, the Company shall, without charge, execute and deliver a new Warrant or Warrants of like tenor in the name of the assignee named in such Assignment Form, and this Warrant shall promptly be canceled. Prior to any proposed transfer (whether as the result of a division or otherwise) of this Warrant, Warrantholder shall also have the right to transfer this Warrant in its entirety to any person or entity; provided, however, that any such transfer is in compliance with any and all applicable securities laws and is exempt from registration. (b) The Company will maintain a register (the “Warrant Register”) containing the name and address of the Holder. The Holder may change its address as shown on the Warrant Register by give written notice to the Company requesting of Warrantholder's intention to effect such changetransfer. Any Each such notice or shall describe the manner and circumstances of the proposed transfer in sufficient detail, and, if requested by the Company, shall be accompanied by a written communication required or permitted to be given to the Holder may be delivered or given by mail to such Holder as shown on the Warrant Register and at the address shown on the Warrant Register. Until this Warrant is transferred on the Warrant Register, the Company may treat the Holder as shown on the Warrant Register as the absolute owner opinion of this Warrant for all purposes, notwithstanding any notice to the contrary. (c) The Warrant and the Common Stock shall not be transferable except upon the conditions specified in this Section 6legal counsel, which conditions are intended to ensure compliance with the provisions of the Act. Each holder of this Warrant or Common Stock issuable hereunder will cause any proposed transferee of the Warrant and the Common Stock to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Section 6. (d) Each certificate representing (i) this Warrant, (ii) the Common Stock and (iii) any other securities issued in respect to the Common Stock upon any stock split, stock dividend, recapitalization, merger, consolidation or similar event, opinion shall (unless otherwise permitted by the provisions of this Section 6 or unless such securities have been registered under the Act) be stamped or otherwise imprinted with a legend substantially in the following form (in addition to any legend required under applicable state securities laws): THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. (e) The Holder of this Warrant and each person to whom this Warrant is subsequently transferred represents and warrants addressed to the Company (by acceptance of such transfer) that it will not transfer the Warrant (or Common Stock issuable upon exercise hereof) except (i) to an affiliate, (ii) pursuant to an effective registration statement under the Act, or (iii) upon the Company’s reasonable determination, upon advice of counsel and be reasonably satisfactory in form and substance to the Company, that no applicable securities laws would be violated as a result of such transfer. The Company may require an opinion of counsel acceptable to the Company to the effect that such the proposed transfer (whether by sale, encumbrance, assignment or otherwise) of this Warrant may be effected without registration under the Securities Act. In addition to the restrictions contained in this Section, the Warrantholder shall not be entitled to transfer this Warrant, or any part thereof, if such legal opinion is not reasonably acceptable to the Company. The term "Warrant" as used in this Agreement shall be deemed to include any Warrants issued in substitution or exchange for this Warrant.