Common use of Exercise Limit Clause in Contracts

Exercise Limit. Notwithstanding anything in this Warrant to the contrary, in no event shall the holder of this Warrant be entitled to exercise a number of Warrants (or portions thereof) in excess of the number of Warrants (or portions thereof) upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants and the unexercised or unconverted portion of any other securities of the Company (including the Notes (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) with respect to which the determination described herein is being made, would result in beneficial ownership by the holder and its affiliates of more than 4.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentence, beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder may waive the provisions of this Section 1.1(c) as to itself (and solely as to itself) upon not less than 75 days' prior notice to the Borrower, and the provisions of this Section 1.1(c) shall continue to apply until such 75th day (or such later date as may be specified in such notice of waiver). No conversion in violation of this Section 1.1(c), but otherwise in accordance with this Debenture, shall affect the status of the Common Stock issued upon such conversion as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to the contrary, in In no event shall the holder Holder of this Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Warrant in excess of the number that portion of Warrants (or portions thereof) this Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes Debentures (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder Holder and its affiliates of more than 4.999.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder may waive the provisions of this Section 1.1(c1.1(b) as to itself (and solely as to itself) upon not less than 75 days' prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1.1(b) shall continue to apply until such 75th day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1.1(b), but otherwise in accordance with this DebentureWarrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to In no event, at any time that the contraryCompany has any class of its securities registered under Section 12(b) or Section 12(g) of the Securities Exchange Act of 1934, in no event as amended, (the "EXCHANGE ACT"), shall the holder Holder of this Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Warrant in excess of the number that portion of Warrants (or portions thereof) this Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder Holder and its affiliates of more than 4.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder may waive the provisions of this Section 1.1(c1(b) as to itself (and solely as to itself) upon not less than 75 61 days' prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1(b) shall continue to apply until such 75th 61st day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1(b), but otherwise in accordance with this DebentureWarrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to the contrary, in In no event shall the holder of this Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Warrant in excess of the number that portion of Warrants (or portions thereof) this Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes Debentures (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder and its affiliates of more than 4.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder holder may waive the provisions of this Section 1.1(c1(b) as to itself (and solely as to itself) upon not less than 75 days' days prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1(b) shall continue to apply until such 75th day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1(b), but otherwise in accordance with this DebentureWarrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to In no event, at any time that the contraryCompany has any class of its securities registered under Section 12(b) or Section 12(g) of the Securities Exchange Act of 1934, in no event as amended, (the “Exchange Act”), shall the holder Holder of this Class A Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Class A Warrant in excess of the number that portion of Warrants (or portions thereof) this Class A Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Class A Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Class A Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder Holder and its affiliates of more than 4.999.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder may waive the provisions of this Section 1.1(c1(b) as to itself (and solely as to itself) upon not less than 75 61 days' ’ prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1(b) shall continue to apply until such 75th 61st day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1(b), but otherwise in accordance with this DebentureClass A Warrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to the contrary, in In no event shall the holder of this Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Warrant in excess of the number that portion of Warrants (or portions thereof) this Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes Debentures (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder and its affiliates of more than 4.994.9999% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder holder may waive the provisions of this Section 1.1(c1(b) as to itself (and solely as to itself) upon not less than 75 days' days prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1(b) shall continue to apply until such 75th day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1(b), but otherwise in accordance with this DebentureWarrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.

Exercise Limit. Notwithstanding anything in this Warrant to In no event, at any time that the contraryCompany has any class of its securities registered under Section 12(b) or Section 12(g) of the Securities Exchange Act of 1934, in no event as amended, (the “Exchange Act”), shall the holder Holder of this Class B Warrant be entitled to exercise a number any portion of Warrants (or portions thereof) this Class B Warrant in excess of the number that portion of Warrants (or portions thereof) this Class B Warrant upon exercise of which the sum of (i) the number of shares of Common Stock beneficially owned by the holder Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unexercised Warrants portion of this Class B Warrant and the unexercised or unconverted portion of any other securities of the Company (including the Notes (as defined in the Securities Purchase Agreement)) subject to a limitation on conversion or exercise analogous to the limitation contained herein) and (ii) the number of shares of Common Stock issuable upon exercise of the Warrants (or portions thereof) portion of this Class B Warrant with respect to which the determination described herein is being made, would result in beneficial ownership by the holder Holder and its affiliates of more than 4.999.99% of the outstanding shares of Common Stock. For purposes of the immediately preceding sentencethis Section 1(b), beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulation 13D-G thereunder, except as otherwise provided in clause (i) of the preceding sentence. The Holder may waive the provisions of this Section 1.1(c1(b) as to itself (and solely as to itself) upon not less than 75 61 days' ’ prior notice to the BorrowerCompany, and the provisions of this Section 1.1(c1(b) shall continue to apply until such 75th 61st day (or such later date as may be specified in such notice of waiver). No conversion exercise in violation of this Section 1.1(c1(b), but otherwise in accordance with this DebentureClass B Warrant, shall affect the status of the Common Stock issued upon such conversion exercise as validly issued, fully-paid and nonassessable.