Common use of Exercise Form Clause in Contracts

Exercise Form. In order to exercise this Warrant: 2.1.1 The form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachment, together with this Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Time, on the next succeeding Business Day.

Exercise Form. In order to exercise this Purchase Warrant: 2.1.1 The , the exercise form of attached hereto (“Notice of Exercise attached hereto as Annex A (the “Exercise FormExercise”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Purchase Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to check. If the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ subscription rights represented hereby shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in fullat or before 5:00 p.m., in which caseEastern Time, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by on the Expiration Time Date, this Purchase Warrant shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at expire. Notwithstanding anything herein to the Expiration Time. If contrary, the Holder shall not be required to physically surrender this Purchase Warrant to the Company until the Holder has purchased all of the Shares available hereunder and the Purchase Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) business days of the date on which the Expiration Time final notice of exercise is set delivered to occur is not the Company. Partial exercises of this Purchase Warrant resulting in purchases of a Business Dayportion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases; provided that the records of the Company, then absent manifest error, will be conclusive with respect to the Expiration Time shall be deemed number of Shares purchasable from time to be extended to 5:00 p.m., Pacific Time, on the next succeeding Business Daytime hereunder.

Exercise Form. In order to exercise this Purchase Warrant: 2.1.1 The , the exercise form of Notice of Exercise attached hereto as Annex Exhibit A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Purchase Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Ordinary Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to check. If the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ subscription rights represented hereby shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in fullat or before 5:00 p.m., in which caseEastern time, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by on the Expiration Time Date, this Purchase Warrant shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire expire. The Company shall cause the Warrant Shares purchased hereunder to be transmitted by the Transfer Agent to the Holder by crediting the account of the Holder’s or its designee’s balance account with The Depository Trust Company through its Deposit or Withdrawal at Custodian system (“DWAC”) if the Expiration Time. If Company is then a participant in such system and either (A) there is an effective registration statement permitting the issuance of the Warrant Shares to or resale of the Ordinary Shares by the Holder or (B) the Warrant Shares are eligible for resale by the Holder without volume or manner-of-sale limitations pursuant to Rule 144 (assuming cashless exercise of the Purchase Warrants) and otherwise by entering in the Company’s register of members the name of the Holder or its designee as the holder of the number of Warrant Shares, to which the Holder is entitled pursuant to such exercise and physical delivery of a certificate to the address specified by the Holder in the Notice on Exhibit A (the “Notice”) by the date on which that is the Expiration Time is set earliest of (i) three (3) Trading Days after the delivery to occur is not a Business Daythe Company of the Notice, then (ii) one (1) Trading Day after delivery of the Expiration Time aggregate Exercise Price to the Company and (iii) the number of Trading Days comprising the Standard Settlement Period after the delivery to the Company of the Notice (such date, the “Warrant Share Delivery Date”). Upon entry of the name of the Holder or its designee in the register of members of the Company as the holder of the relevant Warrant Shares, the Holder or its designee shall be deemed for all corporate purposes to be extended have become the holder of record of the Warrant Shares with respect to 5:00 p.m.which this Purchase Warrant has been exercised, Pacific Timeirrespective of the date of delivery of the Warrant Shares, on provided that payment of the next succeeding Business Dayaggregate Exercise Price (other than in the case of a cashless exercise) is received within the earlier of (i) two (2) Trading Days and (ii) the number of Trading Days comprising the Standard Settlement Period following delivery of the Notice.

Exercise Form. In order to exercise this Purchase Warrant: 2.1.1 The , the exercise form of Notice of Exercise attached hereto as Annex A (the “Exercise FormNotice of Exercise”) must be duly executed and completed and delivered to the Company in facsimile copy Company. If the subscription rights represented hereby shall not be exercised at or e-mail attachmentbefore 5:00 p.m., together with Eastern time, on the Expiration Date, this Purchase Warrant for the shall become and be void without further force or effect, and all rights represented hereby shall cease and expire. Each exercise hereof shall be irrevocable. The Holder shall not be required to physically surrender and cancellation thereof (this Purchase Warrant to the extent described below), and if a cash exercise is elected, payment Company until the Holder has purchased all of the ADSs available hereunder and the Purchase Warrant has been exercised in full, in which case, the Holder shall surrender this Purchase Warrant to the Company for cancellation within three (3) Trading Days of the date on which the final exercise form is delivered to the Company. Partial exercises of this Purchase Warrant resulting in purchases of a portion of the total number of ADSs available hereunder shall have the effect of lowering the outstanding number of ADSs purchasable hereunder in an amount equal to the applicable number of ADSs purchased. The Holder and the Company shall maintain records showing the number of ADSs purchased and the date of such purchases, provided that the records of the Company shall govern in all respects, absent manifest error. The Notice of Exercise shall be delivered to the Company to h▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇, attention: Hao-Y▇▇▇ ▇▇▇▇▇▇. The Holder shall deliver to the Company the aggregate Exercise Price for the Warrant Shares being purchased payable ADSs specified in the applicable Notice of Exercise in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment order of the aggregate Exercise Price Company, unless the cashless exercise procedure specified in Section 2.2 below is specified in the instance applicable Notice of a cashless exerciseExercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee within one (or other type 1) Trading Day of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by delivery of the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Time, on the next succeeding Business DayNotice of Exercise.

Exercise Form. (a) In order to exercise this Warrant: 2.1.1 The form of , the Notice of Exercise in the form attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exercise, an “Exercise Date”)purchased. No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ If this Warrant shall not be required to physically surrender exercised at or before 5:00 p.m., New York City time, on the Expiration Date, this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire expire. (i) If, and only if, (y) one hundred eighty (180) days following the Expiration Date, the Warrant Shares are not subject to an effective registration statement, and (z) the Warrant Shares are Registrable Securities, as such term is defined in Section 5.1(d), the Warrant the Holder may, at its election, exercise this Warrant in whole or in part and, in lieu of making the cash payment otherwise contemplated to be made to the Company upon such exercise in payment of the aggregate Exercise Price, elect a “net issue” or “cashless” exercise and receive upon such exercise the “Net Number” of shares of Common Stock determined according to the following formula (a “Cashless Exercise”): Net Number = (A x (B - C))/B. (ii) For purposes of the foregoing formula: A= the total number shares with respect to which this Warrant is then being exercised; B= the last reported sale price (as reported by the OTC Bulletin Board) of the Common Stock on the trading date immediately preceding the date of the exercise of this Warrant; and C= the Exercise Price then in effect at the Expiration Time. If time of such exercise. (c) For purposes of a Cashless Exercise, the term “date of exercise” means the date on which the Expiration Time is set Company shall have received (i) this Warrant, (ii) a Notice of Exercise (in the form attached to occur is not a Business Daythis Warrant) appropriately completed and duly signed, then and (iii) payment if applicable, of the Expiration Time shall be deemed Exercise Price for the number of Warrant Shares so indicated by the Warrant Holder to be extended to 5:00 p.m., Pacific Time, on the next succeeding Business Daypurchased.

Exercise Form. In order to exercise this Warrant: 2.1.1 The , the form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachment, together with this Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exerciseCompany, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 4:00 p.m., Pacific Central Time, on the next succeeding Business Day.

Exercise Form. In order to exercise this Purchase Warrant: 2.1.1 The , a duly executed facsimile copy of the exercise form of attached hereto (“Notice of Exercise attached hereto as Annex A (the “Exercise FormExercise”) must be duly executed and completed and delivered to the Company (or such other office or agency of the Company as it may designate by notice in facsimile copy or e-mail attachment, together with this Warrant for the surrender and cancellation thereof (writing to the extent described belowregistered Holder at the address of the Holder appearing on the books of the Company). If the subscription rights represented hereby shall not be exercised at or before 5:00 p.m., Eastern time, on the Expiration Date, this Purchase Warrant shall become and be void without further force or effect, and if a cash all rights represented hereby shall cease and expire. Within three (3) trading days following the date of exercise is electedas aforesaid, the Holder shall deliver payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to unless the Company other than the payment of the aggregate Exercise Price cashless exercise procedure specified in Section 2.2 below is specified in the instance applicable Notice of a cashless exercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be requiredExercise. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ the Holder shall not be required to physically surrender this Purchase Warrant to the Company until ▇▇▇▇▇▇ the Holder has purchased all of the Warrant Shares available hereunder and the Purchase Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ the Holder shall surrender this Purchase Warrant to the Company for cancellationcancellation within three (3) trading days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Purchase Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised The Company shall deliver any objection to any Notice of Exercise attached hereto within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Purchase Warrant, acknowledge and agree that, by reason of the Expiration Time shall become and provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of S▇▇▇▇▇ available for purchase hereunder at any given time may be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at less than the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Time, amount stated on the next succeeding Business Dayface hereof.

Exercise Form. In order to exercise this Warrant: 2.1.1 The , the form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachment, together with this Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exerciseCompany, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ Holder shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ Holder shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 4:00 p.m., Pacific Central Time, on the next succeeding Business Day.

Exercise Form. In order to exercise this Warrant: 2.1.1 The , the form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Warrant for the surrender and cancellation thereof (to the extent described below)thereof, and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable paid in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exerciseCompany, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchasedpurchased plus the number of Warrant Shares deemed surrendered for Exercise Price in a net settlement or cashless exercise pursuant to Section 2.3. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Eastern Time, on the next succeeding Business Day.

Exercise Form. In order to exercise this Warrant: 2.1.1 2.1.1. The form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachment, together with this Warrant and the Investor Questionnaire (as defined below) for the surrender and cancellation thereof (to the extent described below), ) and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exerciseCompany, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 2:00 p.m., Pacific Time, on the next succeeding Business Day. 2.1.2. The form of Investor Questionnaire attached hereto as Annex B (the “Investor Questionnaire”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachment.

Exercise Form. In order to exercise this Purchase Warrant: 2.1.1 The , the exercise form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Purchase Warrant for the surrender and cancellation thereof (to the extent described below), and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to check. If the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exercise, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ subscription rights represented hereby shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in fullat or before 5:00 p.m., in which caseEastern time, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by on the Expiration Time Date, this Purchase Warrant shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire expire.Within 5 days after the payment of the Purchase Price following the exercise of this Warrant (in whole or in part) and compliance with Sections herein, the Company at its expense shall issue in the name of and deliver to the Holder (i) a certificate or certificates for the number of fully paid and non-assessable shares of Warrant Stock to which the Holder shall be entitled upon such exercise, and (ii) a new Warrant of like tenor to purchase up to that number of shares of Warrant Stock, if any, as to which this Warrant has not been exercised if this Warrant has not expired. The Holder shall for all purposes be deemed to have become the holder of record of such shares of Warrant Stock on the date this Warrant was exercised (the date the Holder has fully complied with the requirements of Sections herein), irrespective of the date of delivery of the certificate or certificates representing the Warrant Stock; provided that, if the date such exercise is made is a date when the stock transfer books of the Company are closed, such person shall be deemed to have become the holder of record of such shares of Warrant Stock at the Expiration Time. If close of business on the next succeeding date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Time, on the next succeeding Business Daystock transfer books are open.

Exercise Form. In order to exercise this Warrant: 2.1.1 The , the form of Notice of Exercise attached hereto as Annex A (the “Exercise Form”) must be duly executed and completed and delivered to the Company in facsimile copy or e-mail attachmentCompany, together with this Warrant for the surrender and cancellation thereof (to the extent described below)thereof, and if a cash exercise is elected, payment of the Exercise Price for the Warrant Shares being purchased payable paid in cash by wire transfer of immediately available funds to an account designated by the Company or by certified check or official bank check (each date on which all such items are delivered to the Company other than the payment of the aggregate Exercise Price in the instance of a cashless exerciseCompany, an “Exercise Date”). No ink-original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, ▇▇▇▇▇▇ shall not be required to physically surrender this Warrant to the Company until ▇▇▇▇▇▇ has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, ▇▇▇▇▇▇ shall surrender this Warrant to the Company for cancellation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchasedpurchased plus the number of Warrant Shares deemed surrendered for Exercise Price in a net settlement or cashless exercise pursuant to Section ‎2.3. Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. Any rights represented hereby that have not been exercised by the Expiration Time shall become and be void without further force or effect, and all rights to exercise this Warrant represented hereby shall cease and expire at the Expiration Time. If the date on which the Expiration Time is set to occur is not a Business Day, then the Expiration Time shall be deemed to be extended to 5:00 p.m., Pacific Eastern Time, on the next succeeding Business Day.