Common use of Duration, Exercise and Redemption of Warrants Clause in Contracts

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c2(b) and 56, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Subject to the terms and conditions of this Warrant, this Warrant shall be exercisable by the registered Holder on any business day before 5:00 5:30 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 5:30 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) 2(b), 6 and 510, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 12 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 5 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends, except in the event that a registration statement covering the resale of the Warrant Shares and naming the Holder as a selling stockholder thereunder is not then effect of the Warrant Shares are not freely transferable without volume restrictions pursuant to Rule 144(k) promulgated under the Securities Act of 1933, as amended (the "Securities Act"). Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) 2(b), 5 and 510, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 13 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 3 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends except (i) either in the event that a registration statement covering the resale of the Warrant Shares and naming the Holder as a selling stockholder thereunder is not then effective or the Warrant Shares are not freely transferable without volume restrictions pursuant to Rule 144(k) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), or (ii) if this Warrant shall have been issued pursuant to a written agreement between the original Holder and the Company, as required by such agreement. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) 2(b), 5 and 510, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 13 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 4 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends except (i) either in the event that a registration statement covering the resale of the Warrant Shares and naming the Holder as a selling stockholder thereunder is not then effective or the Warrant Shares are not freely transferable without volume restrictions pursuant to Rule 144(k) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), or (ii) if this Warrant shall have been issued pursuant to a written agreement between the original Holder and the Company, as required by such agreement. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 6:30 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 6:30 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender Upon delivery of this Warrant, with the Warrant and a Form of Election to Purchase attached hereto duly completed and signed, signed to the Company at its address for notice set forth in Section 10 12 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 3 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends except as otherwise set forth in the purchase agreement of even date hereof to which the Company and the original Holder are parties (the "Purchase Agreement"). Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the The Company shall have received (i) this Warrant (or any New Warrantshall, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment upon request of the Exercise Price for the number of Holder, if available, use its best efforts to deliver Warrant Shares so indicated by hereunder electronically through the holder hereof to be purchasedDepository Trust Corporation or another established clearing corporation performing similar functions.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by Company Call Option. ------------------- (i) Subject to the registered Holder on any business day before 5:00 P.M.terms and conditions set forth herein, prior to 2:30 p.m. (New York City time) on any Trading Day (as defined in Exhibit A) --------- during the period between the Effective Date (as defined in Exhibit A), at any time and from time to time on or after the date hereof, in accordance with --------- Trading Day immediately following the Vesting Schedule, to and including second year anniversary of the Effective Date (the "Expiration Date. At 5:00 P.M., New York City time on the Expiration Date"), the Company may deliver written notices to the Holder (each, a "Call Notice" and the Trading Day a Call Notice is delivered, a "Delivery Date"), of the Company's election to call, for a price of $.0005 per Warrant Share, a portion of this Warrant not exercised prior thereto as further described herein; provided that such price shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided adjusted to reflect any adjustment in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares issuable hereunder, so that the Holder intends maximum aggregate redemption price shall continue to purchase hereunder, be $2,000. Notwithstanding anything to the contrary set forth in lawful money this Warrant: (1) a Call Notice may not apply to a number of Warrant Shares in excess of 20% of the United States average trading volume of Americathe Common Stock for the two (2) Trading Days immediately following the Delivery Date (the "Averaging Period") provided that, during the Averaging Period, should the Per Share Market ------------- Value of the Common Stock be lower than a dollar amount designated in cash or by certified or official bank check or checks, all as specified the Call Notice (which shall have been determined by the Holder Board of Directors of the Company) (the "Threshold Price") on any Trading Day, then that Trading Day shall not be included in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued Averaging Period and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated included in the Call Notice shall be reduced to one-half of the original amount for such Call Notice; and provided further that at no time shall the Company set ------------------------- the Threshold Price below $3.00, unless agreed to by the holder hereof Company and the Holder; (2) no Call Notice may be delivered until the expiration of the Call Expiration Time (as defined below) for the immediately preceding Call Notice, and (3) no Call Notice may be delivered unless the conditions set forth in Section 3(a)(iii) have been either satisfied by the Company or waived by the Holder. (ii) The portion of this Warrant subject to a Call Notice will be canceled and of no further effect from and after 5:30 p.m. (New York City time) on the second Trading Day following Delivery Date (the "Call Expiration Time"), unless between the Delivery Date and the Call Expiration Time the Holder notifies the Company in writing that it will exercise this Warrant to acquire the number of Warrant Shares subject to such Call Notice at the Exercise Price per share set forth in Section 3(c). Such exercise shall be in accordance with Section 3(b)(ii). (iii) The right of the Company to deliver a Call Notice is subject to the satisfaction by the Company or waiver by the Holder, at or before the applicable Call Expiration Time, of each of the following conditions (and, if after delivery thereof and on the applicable Exercise Date, any of the following conditions shall cease to be purchased.met, such Call Notice, at the option of the Holder, shall be null and void ab initio): (a) The Company shall have performed, satisfied and complied in all material respects with all covenants (including timely delivery of Warrant Shares in accordance with Section 3(a)), agreements and conditions of the Transaction Documents (as defined in the Purchase Agreement) to be performed, satisfied or complied with by the Company at or prior to the applicable Delivery Date and Call Expiration Time; (b) The Underlying Shares Registration Statement shall be effective on the Delivery Date, not subject to any stop order or suspension; (c) No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction and in force on the Delivery Date which prohibits the consummation of any of the transactions contemplated by the Transaction Documents; (d) Since the Closing Date (as defined in the Purchase Agreement), no event or series of events which reasonably would be expected to have or result in a Material Adverse Effect (as defined in the Purchase Agreement) and no Change of Control Transaction shall have occurred; (e) Since the Closing Date, trading in the Common Stock shall not have been suspended by the Securities and Exchange Commission for a period in excess of five (5) consecutive Trading Days or ten (10) Trading Days in the aggregate (which need not be consecutive Trading Days), except for any suspensions of trading of not more than one Trading Day solely to permit dissemination of material information regarding the Company; (f) On the Delivery Date, the Common Stock shall be trading on the American Stock Exchange, or on the Nasdaq National Market the Nasdaq Small Cap Market or the New York Stock Exchange or American Stock Exchange (each, a "Subsequent Market");

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) 5, 10 and 511, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 12 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 3 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends except either (i) in the event that a registration statement covering the resale of the Warrant Shares and naming the Holder as a selling stockholder thereunder is not then effective, and the Warrant Shares are not freely transferable without volume restrictions pursuant to Rule 144(k) promulgated under the Securities Act of 1933, as amended (the "SECURITIES ACT"), or (ii) if this Warrant shall have been issued pursuant to a written agreement between the original Holder and the Company, as required by such agreement. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 5:30 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 5:30 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5Section 2(b), upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 9 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 3 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.Shares

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City Utah time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City Utah time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender of this Warrant, with the Form of Election to Purchase Purchase, attached hereto as Exhibit “A,” duly completed and signed, to the Company at its address for notice set forth in Section 10 9 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three five business days after the Date of Exercise (Exercise, as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "“Date of Exercise" ” means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.the

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable in whole or in part from time to time by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) and 5, upon surrender Upon delivery of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company (with the attached Warrant Shares Exercise Log) at its address for notice set forth in Section 10 13 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days Business Days after the Date of Exercise (as defined herein)) issue or cause and deliver to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designateHolder, a certificate for the Warrant Shares issuable upon such exerciseexercise with only the legend required pursuant to the terms of the Securities Exchange Agreement, if any. Any person Person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date The Company shall, upon request of Exercise" means the date on which Holder, if available, use its best efforts to deliver Warrant Shares hereunder electronically through the Depository Trust Corporation or another established clearing corporation performing similar functions, provided, that, the Company shall have received (i) this Warrant (or any New Warrantmay, as applicable), with the Form of Election but will not be required to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of change its transfer agent if its current transfer agent cannot deliver Warrant Shares so indicated by electronically through the holder hereof to be purchasedDepository Trust Corporation.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 8:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 8:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c) 2(b), 6 and 510, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 13 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checksmanner provided hereunder, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three 3 business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise, free of restrictive legends except (i) either in the event that a registration statement covering the resale of the Warrant Shares and naming the Holder as a selling stockholder thereunder is not then effective or the Warrant Shares are not freely transferable without volume restrictions pursuant to Rule 144(k) promulgated under the Securities Act, as determined by counsel to the Company pursuant to a written opinion letter addressed and in form and substance acceptable to the Holder and the transfer agent for the Common Stock, or (ii) if this Warrant shall have been issued pursuant to a written agreement between the original Holder and the Company, as required by such agreement. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.

Duration, Exercise and Redemption of Warrants. (a) This Warrant shall be exercisable by the registered Holder on any business day before 5:00 P.M., New York City time, at any time and from time to time on or after the date hereof, in accordance with the Vesting Schedule, hereof to and including the Expiration Date. At 5:00 P.M., New York City time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. This Warrant shall be redeemable by the Company as provided in Section 4, below. (b) Subject to Sections 1(c2(b) and 56, upon surrender of this Warrant, with the Form of Election to Purchase attached hereto duly completed and signed, to the Company at its address for notice set forth in Section 10 and upon payment of the Exercise Price multiplied by the number of Warrant Shares that the Holder intends to purchase hereunder, in lawful money of the United States of America, in cash or by certified or official bank check or checks, all as specified by the Holder in the Form of Election to Purchase, the Company shall promptly (but in no event later than three business days after the Date of Exercise (as defined herein)) issue or cause to be issued and cause to be delivered to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate for the Warrant Shares issuable upon such exercise. Any person so designated by the Holder to receive Warrant Shares shall be deemed to have become a holder of record of such Warrant Shares as of the Date of Exercise of this Warrant. A "Date of Exercise" means the date on which the Company shall have received (i) this Warrant (or any New Warrant, as applicable), with the Form of Election to Purchase attached hereto (or attached to such New Warrant) appropriately completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares so indicated by the holder hereof to be purchased.