Common use of Exercise of Warrant; Conversion of Warrant Clause in Contracts

Exercise of Warrant; Conversion of Warrant. (a) This Warrant may, at the option of the Holder, be exercised in whole or in part from time to time, on or before 5:00 p.m., Eastern Time, on the Expiration Date, by delivery to the Company at its principal office (i) a written notice of such Holder's election to exercise this Warrant (the "Exercise Notice"), which notice may be in the form of the Notice of Exercise attached hereto, properly executed and completed by the Holder or an authorized officer thereof, (ii) a check or other funds (the "Funds") payable to the order of the Company, in an amount equal to the product of the Exercise Price multiplied by the number of Warrant Shares specified in the Exercise Notice, and (iii) this Warrant (the items specified in (i), (ii), and (iii) are collectively the "Exercise Materials"); provided, however, that if this Warrant is not exercised in whole immediately prior to the consummation by the Company of a Change in Control Event (as defined in the Certificate of Designation designating the rights of the holders of the Convertible Preferred Stock), then immediately following the consummation by the Company of such Change in Control Event, this Warrant will not be exercisable and shall be null and void for all purposes.

Exercise of Warrant; Conversion of Warrant. (a) This Warrant may, at the option of the Holder, be exercised in whole or in part from time to time, on or before time from the Exercise Eligibility Date until 5:00 p.m., Eastern Time, on the Expiration Date, by delivery to the Company at its principal office (i) a written notice of such Holder's ’s election to exercise this Warrant (the "“Exercise Notice"”), which notice may be in the form of the Notice of Exercise attached hereto, properly executed and completed by the Holder or an authorized officer thereof, (ii) a check or other funds (the "“Funds"”) payable to the order of the Company, in an amount equal to the product of the Exercise Price multiplied by the number of Warrant Shares specified in the Exercise Notice, and (iii) this Warrant (the items specified in (i), (ii), and (iii) are collectively the "“Exercise Materials"”); provided, however, that if this Warrant is shall not have been exercised in whole full immediately prior to a Liquidation Event, then this Warrant shall be deemed to be automatically exercised pursuant to Section 3 below, without further action on the part of the Holder (and the Holder hereof shall be deemed to be a holder of the Common Stock issued upon such automatic exercise), immediately prior to the consummation by the Company of a Change in Control Liquidation Event (as defined in the Certificate of Designation designating the rights of the holders of the Convertible Preferred Stock), then immediately following the consummation by the Company of such Change in Control Event, this Warrant will not be exercisable and thereafter shall be null and void for all purposes.