Common use of Exercise of Warrants; Exercise Price; Expiration Date Clause in Contracts

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate). Subject to the foregoing and to Section 7(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, to the Warrant Agent at the office of the Warrant Agent designated for such purpose. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on upon six months from their date of issuance (the “Initial Exercisability Date (as such term is defined in the Warrant CertificateExercise Date”). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration date that is the fifth anniversary of the Initial Exercise Date (as such term is defined in the Warrant Certificate“Expiration Date”). Subject to the foregoing and to Section 7(b8(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in Price, which may be made, at the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) option of the Warrant Certificateholder, in cash in United States dollars or by certified or official bank check, to the Warrant Agent at the principal office of the Warrant Agent in Canton, Massachusetts or to the office of one of its agents as may be designated for such purposeby the Warrant Agent from time to time. In the case of the Holder of a Global WarrantBook-Entry Warrant Certificate, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) as described herein. If at the time of exercise hereof there is no effective registration statement registering, or the prospectus contained therein is not available for the issuance of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering Shares to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by Holder without a restrictive legend and all of the Warrant Agent in connection with Shares are not then registered for resale by Holder into the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment market at Warrant Agent risk and for its benefit of funds held in those accounts market prices from time to time. Neither time on an effective registration statement for use on a continuous basis (or the Company nor prospectus contained therein is not available for use), then this Warrant may also be exercised, in whole or in part, at such time by means of a “cashless exercise” in which the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice Holder shall be requiredentitled to receive a certificate for the number of Warrant Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.where:

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing upon the earlier of (i) the Expiration Date or (ii) the date on which the Initial Exercisability Date average VWAP for the Common Stock for the consecutive 30 Trading Days immediately prior to such date is greater than or equal to $15.00 (as such term is defined in adjusted for stock splits, stock dividends, combinations, reclassifications and similar events) (the Warrant Certificate"Effective Date"). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date. The period between the Effective Date and the Close of Business on the Expiration Date (is referred to herein as such term is defined in the Warrant Certificate)"Exercise Period". Subject to the foregoing and foregoing, a Holder may exercise a Warrant by delivering, not later than 5:00 p.m., New York City time, on any Business Day during the Exercise Period to Section 7(bthe Warrant Agent at its corporate trust department (i) belowthe Warrant Certificate evidencing the Warrants to be exercised, or, in the case of a Book-Entry Warrant Certificate, the Holder Warrants to be exercised (the "Book-Entry Warrants") shown on the records of a Warrant may exercise the Warrant in whole or in part upon surrender Depository to an account of the Warrant Agent at the Depository designated for such purpose in writing by the Warrant Agent to the Depository from time to time, (ii) an election to purchase the Warrant Shares underlying the Warrants to be exercised (an "Election to Purchase"), properly completed and executed by the Holder on the reverse of the Warrant Certificate or, in the case of a Book-Entry Warrant Certificate, if required, properly delivered by the Participant in accordance with the executed Depository's procedures, and (iii) the Exercise Notice and Price for each Warrant to be exercised in lawful money of the United States of America by certified or official bank check or by bank wire transfer in immediately available funds. The Warrant Agent shall promptly deposit all funds received by it in payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) account of the Warrant Certificate, to Company maintained with the Warrant Agent at the office of the Warrant Agent designated for such purpose. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding The date on which any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest exercised or deemed to have been exercised (in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functionsaccordance with Section 6(b), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) is referred to as the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or "Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredDate."

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)Exercise Date. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business 11:59 p.m., Eastern time, on the Expiration Date (as such term is defined in the Warrant Certificate)Date. Subject to the foregoing and to Section 7(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of providing the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificateitems required by Section 7(c) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, below to the Warrant Agent at the principal office of the Warrant Agent or to the office of one of its agents as may be designated for such purposeby the Warrant Agent from time to time. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant CertificateWarrant. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall may be exercisable exercised only during the period (“Exercise Period”) commencing on the Initial Exercisability Issuance Date (as such term is defined in and terminating at the Warrant Certificate). The Close of Business on the Expiration Date, at which time the Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate). Subject to the foregoing and to Section 7(b) belowforegoing, the a Holder of may exercise a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificateby delivering, if requirednot later than 5:00 p.m., with the executed Exercise Notice and payment of New York City time, on any Business Day during the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, Period to the Warrant Agent at its office designated for such purpose (i) the office Warrant Certificate evidencing the Warrants to be exercised, or, in the case of a Book-Entry Warrant Certificate, the Warrants to be exercised (the “Book-Entry Warrants”) shown on the records of the Depository to an account of the Warrant Agent at the Depository designated for such purpose. In purpose in writing by the Warrant Agent to the Depository from time to time, (ii) an election to purchase the Warrant Shares underlying the Warrants to be exercised (an “Election to Purchase”), properly completed and duly executed by the Holder on the reverse of the Warrant Certificate or, in the case of a Book-Entry Warrant Certificate, properly delivered by the Holder of a Global WarrantParticipant in accordance with the Depository’s procedures, the Holder shall deliver the executed Exercise Notice and the payment of (iii) the Exercise Price pursuant for each Warrant to Section 1(a) be exercised in lawful money of the United States of America by certified or official bank check or by bank wire transfer in immediately available funds. The Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest Agent shall forward funds received for Warrant exercises in a Global given month by the 5th Business Day of the following month by wire transfer to an account designated by the Company. The date on which any Warrant is a beneficial interest exercised or deemed to have been exercised (in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functionsaccordance with Section 6(b), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) is referred to as the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or “Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredDate.”

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing upon the earlier of (i) the Expiration Date, or (ii) the date on which the Initial Exercisability Date average VWAP for the Common Stock for the consecutive 30 Trading Days immediately prior to such date is greater than or equal to $17.50 (as such term is defined in adjusted for stock splits, stock dividends, combinations, reclassifications and similar events) (the Warrant Certificate“Effective Date”). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date. The period between the Effective Date and the Close of Business on the Expiration Date (is referred to herein as such term is defined in the Warrant Certificate)“Exercise Period”. Subject to the foregoing and to Section 7(b) belowforegoing, the a Holder of may exercise a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificateby delivering, if requirednot later than 5:00 p.m., with the executed Exercise Notice and payment of New York City time, on any Business Day during the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, Period to the Warrant Agent at its office designated for such purpose (i) the office Warrant Certificate evidencing the Warrants to be exercised, or, in the case of a Book-Entry Warrant Certificate, the Warrants to be exercised (the “Book-Entry Warrants”) shown on the records of the Depository to an account of the Warrant Agent at the Depository designated for such purpose. In purpose in writing by the Warrant Agent to the Depository from time to time, (ii) an election to purchase the Warrant Shares underlying the Warrants to be exercised (an “Election to Purchase”), properly completed and duly executed by the Holder on the reverse of the Warrant Certificate or, in the case of a Book-Entry Warrant Certificate, properly delivered by the Holder of a Global WarrantParticipant in accordance with the Depository’s procedures, the Holder shall deliver the executed Exercise Notice and the payment of (iii) the Exercise Price pursuant for each Warrant to Section 1(a) be exercised in lawful money of the United States of America by certified or official bank check or by bank wire transfer in immediately available funds. The Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest Agent shall forward funds received for Warrant exercises in a Global given month by the 5th Business Day of the following month by wire transfer to an account designated by the Company. The date on which any Warrant is a beneficial interest exercised or deemed to have been exercised (in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functionsaccordance with Section 6(b), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) is referred to as the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or “Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredDate.”

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)April 11, 2017. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on October 11, 2018 (the Expiration Date (as such term is defined “Expiry Time”). A Warrant represented by a definitive Warrant Certificate shall be exercisable in accordance with the terms of the Warrant Certificate), including Section 2(a) thereof. Book-Entry Warrants shall be exercisable as follows: Subject to the foregoing and to Section 7(b6(b) below, the a Holder of a Warrant may exercise the Warrant Book-Entry Warrants in whole or in part upon surrender of by delivery to the Company with a copy to the Warrant CertificateAgent, if requiredof a properly completed and duly executed copy (by fax, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(aemail or otherwise) of the notice of exercise (the “Notice of Exercise”) annexed to the form of Warrant Certificate, to the Warrant Agent at the office . Within two (2) days following delivery of the Warrant Agent designated for such purpose. In the case Notice of the Holder of a Global WarrantExercise, the Holder shall deliver make payment to the executed Exercise Notice and Company, or such other account specified by the payment Company, of an amount equal to the applicable Exercise Price pursuant multiplied by the number of Warrant Shares as to which the Book-Entry Warrant is being exercised by certified check drawn on a United States bank or by bank wire transfer in immediately available funds (unless the cashless exercise procedure specified in Section 1(a2(c) of the form of Warrant Certificate is applicable to such exercise and is specified in the Notice of Exercise) (the date of the later of receipt of the Notice of Exercise and receipt of such payment, or in the case of cashless exercise under Section 2(c) of the form of Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions)date of receipt of the Notice of Exercise, shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable“Exercise Date”). The Company acknowledges that Execution and delivery of the bank accounts maintained by Notice of Exercise with respect to less than all of the Warrant Agent in connection with Shares shall have the services provided under this Agreement will be in its name same effect as cancellation of the original Book-Entry Warrant and that issuance of a new Book-Entry Warrant evidencing the right to purchase the remaining number of Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise PriceShares. No ink-original Notice of Exercise Notice shall be required, nor shall any or medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise Notice form shall be required. The Company shall deliver an instruction letter and Notice of Exercise (by fax, email or otherwise) to the Warrant Agent upon receipt of the Notice of Exercise, directing the Warrant Agent to comply with the terms of the Notice of Exercise and this paragraph. Upon receipt, at or prior to the Close of Business on the Expiration Date, of such instruction letter and copy of the Notice of Exercise, (i) the Warrant Agent and the Company shall thereupon promptly comply with the mechanics set forth in Section 2(a)(ii) and Section 2(e)(ii) of the form of Warrant Certificate attached hereto; provided however that the Warrant Agent shall not issue Warrant Shares until it has received written confirmation from the Company that the Company has received payment of the Exercise Price and (ii) the provisions of Section 2(a)(ii) of the form of Warrant Certificate shall be applicable to the exercise of Book-Entry Warrants in all respects. Upon receipt by the Company of the duly executed Notice of Exercise, the Holder of such Book-Entry Warrant shall be deemed to have exercised its Warrant as specified in the Notice of Exercise for purposes of Regulation SHO promulgated under the Securities Exchange Act of 1934, as amended. Upon receipt by the Company of the duly executed Notice of Exercise and payment (if applicable) of the applicable Exercise Price as required hereby, the holder of such Book-Entry Warrant shall be deemed to be the holder of record of the Common Stock issuable upon such exercise, notwithstanding that the share transfer books of the Company shall then be closed or that certificates representing such shares of Common Stock shall not then be actually delivered to the holder of such Book-Entry Warrant.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined initial exercise date set forth in the Warrant Certificate). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate)Date. Subject to the foregoing and to Section Sections 7(b) and 7(f) below, the Holder of a Warrant may exercise the Warrant Warrants in whole or in part upon (i) surrender of the Warrant Certificate, if requiredapplicable, with and (ii) delivery of the properly completed and duly executed Exercise Notice and and, except in the case of a Net Exercise, payment of the Exercise Price (as such term is defined in Price, which may be made, at the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) option of the Warrant CertificateHolder, by wire transfer or by certified or official bank check in U.S. dollars, to the Warrant Agent at the office of the Warrant Agent designated for such purposepurposes. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed The Exercise Notice and the payment of the for a Net Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering be delivered to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable)Company. The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its the Company’s name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders Holder will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)Exercise Date. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate)Date. Subject to the foregoing and to Section 7(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in Price, which may be made, at the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) option of the Warrant CertificateHolder, by wire transfer or by certified or official bank check in United States dollars, to the Warrant Agent at the principal office of the Warrant Agent or to the office of one of its agents as may be designated for such purposeby the Warrant Agent from time to time. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificateas described herein. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be are exercisable commencing beginning on the Initial Exercisability Date (as such term is defined in the Warrant Certificate). The Warrants _____, 2024, and shall cease to be exercisable and shall terminate and become voidvoid at 5:00 p.m. (New York City time) on _____, and all rights thereunder and under this Agreement shall cease, at or prior to 2029 (the Close of Business on the “Warrant Expiration Date (as such term is defined in the Warrant CertificateDate”). Subject to the foregoing and to Section 7(b6(b) below, hereof and the Holder of a Warrant may exercise the Warrant beneficial ownership limitations set forth in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a2(e) of the Warrant Certificate, unless otherwise agreed to by the Warrant Agent and the Company, the registered holder of any Warrant may exercise the Warrants evidenced thereby in whole or in part and from time to time by delivering to the Warrant Agent Agent, at the office of the Warrant Agent designated for such purpose. In , which office shall initially be 000 Xxxxxx Xxxxxx, Suite V, Canton, Massachusetts 02021, Attention: Corporate Actions Voluntary, (i) (A) in the case of a Certificated Warrant, an exercise notice, in the Holder form attached to the Warrant Certificate as an annex thereto (together with the exercise forms referred to in clause (B) below, the “Exercise Notice”), properly completed and duly signed, and (B) in the case of a Global Direct Registration Warrant, the Holder shall deliver the executed an Exercise Notice substantially in the form of Exhibit B attached hereto, properly completed and the duly signed, and (ii) payment of the Exercise Price for the number of Ordinary Shares as to which such Warrants are being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice and if a “cashless exercise” may occur at such time pursuant to Section 1(a2(c) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functionsWarrant), shall effect exercises and all applicable taxes or charges due in connection with the exercise of such Warrants, in lawful money of the United States of America by delivering certified or official bank check and the date on which the last of such items is delivered to the Depositary Warrant Agent (or such other clearing corporation, as applicabledetermined in accordance with the notice provisions hereof) the appropriate instruction form for is an “Exercise Date.” Upon receipt of an Exercise Notice indicating a cashless exercise, complying the Warrant Agent will promptly deliver a copy of the Exercise Notice to the Company to confirm the number of Ordinary Shares issuable in connection with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable)cashless exercise. The Company acknowledges that the bank accounts maintained by shall calculate and transmit to the Warrant Agent in connection with a written notice, and the services provided Warrant Agent shall have no obligation under this Agreement will or the Warrant to calculate, the number of Ordinary Shares issuable in connection with any cashless exercise or to investigate or confirm whether the Company’s determination of the number of Ordinary Shares to be issued in its name connection with such exercise is accurate or correct. Partial exercises of a Warrant resulting in purchases of a portion of the total number of Ordinary Shares available thereunder shall have the effect of lowering the outstanding number of Ordinary Shares purchasable thereunder in an amount equal to the applicable number of Ordinary Shares purchased. The Company and that the Warrant Agent may receive investment earnings may, in connection with their sole discretion, agree to allow holders of the investment at Warrants to exercise their Warrants using procedures other than those set forth in this Agreement and the Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredCertificate.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)Exercise Date. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate)Date. Subject to the foregoing and to Section 7(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in Price, which may be made, at the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) option of the Warrant CertificateHolder, by wire transfer or by certified or official bank check in United States dollars, to the Warrant Agent Company at the principal office of the Company or to the office of one of its agents as may be designated by the Warrant Agent designated for such purposeCompany from time to time. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificateas described herein. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Notwithstanding anything herein to the contrary, the Company acknowledges and agrees that upon delivery of an Exercise Notice or upon a Holder instructing its Participant to exercise, such Holder shall be deemed for all corporate purposes to have become the bank accounts maintained by holder of record of the Warrant Agent in connection Shares with respect to such exercise, irrespective of the services provided under this Agreement will be in its name and that date of delivery of the Warrant Agent may receive investment earnings Shares, provided that payment of the aggregate Exercise Price (other than in connection with the investment at case of a cashless exercise) is received within the earlier of (i) by 12:00 p.m. Eastern Time on the third Trading Day (as defined in the Warrant Agent risk Certificate) and for its benefit (ii) the number of funds held Trading Days comprising the Standard Settlement Period (as defined in those accounts from time to time. Neither the Company nor Warrant Certificate), following delivery of the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredNotice.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The securities comprising the Units, including the Warrants, will be issued separately and will be separately transferable immediately upon issuance. The Warrants shall be exercisable at the Exercise Price commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)Effective Date. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on , 2015 (the “Expiration Date”) which is the fifth anniversary of the Effective Date; provided that if a Warrant holder attempts to exercise a Warrant prior to the Expiration Date (as and such term is defined Warrant and underlying Ordinary Shares are not then registered, are not otherwise exempt from the registration requirements of the Act and such securities are not qualified for sale or exempt from qualification under applicable securities laws of the states or other jurisdictions in which the registered holders reside, such Warrant may be exercised until the later of , 2015 and the tenth business day following notice to the Warrant Certificate)holder that such conditions are satisfied. Subject to the foregoing and to Section 7(b6(b) below, the Holder registered holder of a any Warrant Certificate may exercise the Warrant Warrants evidenced thereby in whole or in part upon surrender of the Warrant Certificate, if required, with the form of election to purchase on the reverse thereof duly executed Exercise Notice and payment of the Exercise Price (as such term is defined or in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, to the Warrant Agent at the office of the Warrant Agent designated for such purpose. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant Warrants held in book-entry form through on the records of the Depositary Trust Company (“DTC”) or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.its

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)whole or in part immediately upon and after issuance. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration date which is the five year anniversary of the Effective Date (as such term is defined in the Warrant Certificate“Expiration Date”). Subject to the foregoing and to Section 7(b6(b) below, the Holder registered holder of a any Warrant Certificate may exercise the Warrant Warrants evidenced thereby in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice duly executed, to the Warrant Agent, or Computershare, as applicable, at the principal office of the Warrant Agent in Canton, Massachusetts or to the office of one of its agents as may be designated by the Warrant Agent from time to time, together with payment of the Exercise Price, which may be made, at the option of the holder, (i) in cash in United States dollars or by certified or official bank check, (ii) in the event that the Current Market Price exceeds the Exercise Price, by a Cashless Exercise (as defined below) or (iii) by any combination of (i) and (ii), to the principal office of the Warrant Agent where the Warrant Certificate is being surrendered. A "Cashless Exercise" shall mean an exercise of a Warrant in accordance with the immediately following two sentences. To effect a Cashless Exercise, the holder may exercise a Warrant or Warrants without payment of the Exercise Price in cash by surrendering such Warrant or Warrants (as represented by one or more Warrant Certificates) and, in exchange therefor, receiving such term is defined number of shares of Common Stock equal to the product of (1) that number of shares of Common Stock for which such Warrants are exercisable and which would be issuable in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) event of the Warrant Certificate, to the Warrant Agent at the office of the Warrant Agent designated for such purpose. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the an exercise with payment in cash of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary and (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable2) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary Cashless Exercise Ratio (or such other clearing corporation, as applicabledefined below). The "Cashless Exercise Ratio" shall equal a fraction, the numerator of which is the excess of the Current Market Price (calculated as set forth in this agreement) per share of Common Stock on the date of exercise over the Exercise Price per share of Common Stock as of the date of exercise and the denominator of which is the Current Market Price per share of Common Stock on the date of exercise. Upon surrender of a Warrant Certificate representing more than one Warrant in connection with a holder's option to elect a Cashless Exercise, such holder must specify the number of Warrants for which such Warrant Certificate is to be exercised (without giving effect to such Cashless Exercise). All provisions of this Agreement shall be applicable with respect to a Cashless Exercise of a Warrant Certificate of less than the full number of Warrants represented thereby. No payment or adjustment shall be made on account of any distributions or dividends on the Common Stock issued upon exercise of a Warrant. The Company acknowledges that shall calculate and transmit to the bank accounts maintained by Warrant Agent, and the Warrant Agent in connection with the services provided shall have no obligation under this Agreement will be in its name section to calculate, the Cashless Exercise Ratio (and that the basis for such calculation (which the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time shall have no obligation under this section to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredrecalculate)).

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate)August 2, 2016. The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on August 2, 2021 (the Expiration Date (as such term is defined “Expiry Time”). A Warrant represented by a definitive Warrant Certificate shall be exercisable in accordance with the terms of the Warrant Certificate), including Section 2(a) thereof. Book-Entry Warrants shall be exercisable as follows: Subject to the foregoing and to Section 7(b6(b) below, the a Holder of a Warrant may exercise the Warrant Book-Entry Warrants in whole or in part upon surrender of by delivery to the Company with a copy to the Warrant CertificateAgent, if requiredof a properly completed and duly executed copy (by fax, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(aemail or otherwise) of the notice of exercise (the “Notice of Exercise”) annexed to the form of Warrant Certificate, to the Warrant Agent at the office . Within two (2) days following delivery of the Warrant Agent designated for such purpose. In the case Notice of the Holder of a Global WarrantExercise, the Holder shall deliver make payment to the executed Exercise Notice and Company, or such other account specified by the payment Company, of an amount equal to the applicable Exercise Price pursuant multiplied by the number of Warrant Shares as to which the Book-Entry Warrant is being exercised by certified check drawn on a United States bank or by bank wire transfer in immediately available funds (unless the cashless exercise procedure specified in Section 1(a2(c) of the form of Warrant Certificate is applicable to such exercise and is specified in the Notice of Exercise) (the date of the later of receipt of the Notice of Exercise and receipt of such payment, or in the case of cashless exercise under Section 2(c) of the form of Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions)date of receipt of the Notice of Exercise, shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable“Exercise Date”). The Company acknowledges that Execution and delivery of the bank accounts maintained by Notice of Exercise with respect to less than all of the Warrant Agent in connection with Shares shall have the services provided under this Agreement will be in its name same effect as cancellation of the original Book-Entry Warrant and that issuance of a new Book-Entry Warrant evidencing the right to purchase the remaining number of Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise PriceShares. No ink-original Notice of Exercise Notice shall be required, nor shall any or medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise Notice form shall be required. The Company shall deliver an instruction letter and Notice of Exercise (by fax, email or otherwise) to the Warrant Agent upon receipt of the Notice of Exercise, directing the Warrant Agent to comply with the terms of the Notice of Exercise and this paragraph. Upon receipt, at or prior to the Close of Business on the Expiration Date, of such instruction letter and copy of the Notice of Exercise, (i) the Warrant Agent and the Company shall thereupon promptly comply with the mechanics set forth in Section 2(a)(ii) and Section 2(e)(ii) of the form of Warrant Certificate attached hereto; provided however that the Warrant Agent shall not issue Warrant Shares until it has received written confirmation from the Company that the Company has received payment of the Exercise Price and (ii) the provisions of Section 2(a)(ii) of the form of Warrant Certificate shall be applicable to the exercise of Book-Entry Warrants in all respects. Upon receipt by the Company of the duly executed Notice of Exercise, the Holder of such Book-Entry Warrant shall be deemed to have exercised its Warrant as specified in the Notice of Exercise for purposes of Regulation SHO promulgated under the Securities Exchange Act of 1934, as amended. Upon receipt by the Company of the duly executed Notice of Exercise and payment (if applicable) of the applicable Exercise Price as required hereby, the holder of such Book-Entry Warrant shall be deemed to be the holder of record of the Common Stock issuable upon such exercise, notwithstanding that the share transfer books of the Company shall then be closed or that certificates representing such shares of Common Stock shall not then be actually delivered to the holder of such Book-Entry Warrant.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate). The Warrants shall cease to be exercisable and shall terminate and become void, and all rights thereunder and under this Agreement shall cease, at or prior to the Close of Business on the Expiration Date (as such term is defined in the Warrant Certificate). Subject to the foregoing and to Section 7(b) below, the Holder of a Warrant may exercise the Warrant in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, to the Warrant Agent at the office of the Warrant Agent designated for such purpose. In the case of the Holder of a Global Warrant, the Holder shall deliver the executed Exercise Notice and the payment of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering to the Depositary (or such other clearing corporation, as applicable) the appropriate instruction form for exercise, complying with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable). The Company acknowledges that the bank accounts maintained by the Warrant Agent in connection with the services provided under this Agreement will be in its name and that the Warrant Agent may receive investment earnings in connection with the investment at Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be exercisable commencing on the Initial Exercisability Date (as such term is defined in the Warrant Certificate). The Rights Offering Warrants shall cease to be exercisable and shall terminate and become voidvoid at 5:00 p.m. (New York City time) on [•], and all rights thereunder and under this Agreement shall cease, at or prior to 20281 (the Close of Business on the “Warrant Expiration Date (as such term is defined in the Warrant CertificateDate”). Subject to the foregoing and to Section 7(b5(b) belowhereof, and the beneficial ownership limitations set forth in Section 2(e) of the Warrant, the Holder holder of a Warrant any Warrants may exercise the Warrant Warrants evidenced thereby in whole or in part and from time to time upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a) of the Warrant Certificate, to the Warrant Agent Agent, at the office of the Warrant Agent designated for such purpose. In , (i) an exercise notice, in the case form attached to the Warrant as Annex A thereto (the “Exercise Notice”), properly completed and duly signed and (ii) payment of the Holder exercise price for the number of shares of Class A Common Stock as to which such Warrants are being exercised (which may take the form of a Global Warrant, “cashless exercise” if so indicated in the Holder shall deliver the executed Exercise Notice and if a “cashless exercise” may occur at such time pursuant to Section 2(c) of the payment Warrant), and all applicable taxes or charges due in connection with the exercise of such Warrants, in lawful money of the United States of America by certified or official bank check or by wire transfer of immediately available funds, and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” Upon receipt of an Exercise Notice indicating a cashless exercise, the Warrant Agent will promptly deliver a copy of the Exercise Price pursuant to Section 1(a) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functions), shall effect exercises by delivering Notice to the Depositary (or such other clearing corporation, as applicable) Company to confirm the appropriate instruction form for exercise, complying number of shares of Class A Common Stock issuable in connection with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable)cashless exercise. The Company acknowledges that the bank accounts maintained by shall calculate and transmit to the Warrant Agent in connection with a written notice, and the services provided Warrant Agent shall have no obligation under this Agreement to calculate, the number of shares of Class A Common Stock issuable in connection with any cashless exercise. The number of shares of Class A Common Stock to be issued on such exercise will be determined by the Company (with written notice thereof to the Warrant Agent) using the formula set forth in its name Section 2(c) of the Warrant, and that the Warrant Agent may receive investment earnings in connection with shall have no duty or obligation to investigate or confirm whether the investment at Warrant Agent risk and for its benefit Company’s determination of funds held in those accounts from time the number of shares of Class A Common Stock to time. Neither the Company nor the Holders will receive interest be issued on any deposits such exercise, pursuant to this Section 5, is accurate or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredcorrect.

Exercise of Warrants; Exercise Price; Expiration Date. (a) The Warrants shall be are exercisable commencing beginning on the Initial Exercisability Date (as such term is defined in the Warrant Certificate). The Warrants _____, 2024, and shall cease to be exercisable and shall terminate and become voidvoid at 5:00 p.m. (New York City time) on _____, and all rights thereunder and under this Agreement shall cease, at or prior to 2025 (the Close of Business on the “Warrant Expiration Date (as such term is defined in the Warrant CertificateDate”). Subject to the foregoing and to Section 7(b6(b) below, hereof and the Holder of a Warrant may exercise the Warrant beneficial ownership limitations set forth in whole or in part upon surrender of the Warrant Certificate, if required, with the executed Exercise Notice and payment of the Exercise Price (as such term is defined in the Warrant Certificate) (unless exercised via a cashless exercise) pursuant to Section 1(a2(e) of the Warrant Certificate, unless otherwise agreed to by the Warrant Agent and the Company, the registered holder of any Warrant may exercise the Warrants evidenced thereby in whole or in part and from time to time by delivering to the Warrant Agent Agent, at the office of the Warrant Agent designated for such purpose. In , which office shall initially be 000 Xxxxxx Xxxxxx, Suite V, Canton, Massachusetts 02021, Attention: Corporate Actions Voluntary, (i) (A) in the case of a Certificated Warrant, an exercise notice, in the Holder form attached to the Warrant Certificate as an annex thereto (together with the exercise forms referred to in clause (B) below, the “Exercise Notice”), properly completed and duly signed, and (B) in the case of a Global Direct Registration Warrant, the Holder shall deliver the executed an Exercise Notice substantially in the form of Exhibit B attached hereto, properly completed and the duly signed, and (ii) payment of the Exercise Price for the number of Ordinary Shares as to which such Warrants are being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice and if a “cashless exercise” may occur at such time pursuant to Section 1(a2(c) of the Warrant Certificate. Notwithstanding any other provision in this Agreement, a holder whose interest in a Global Warrant is a beneficial interest in a Global Warrant held in book-entry form through the Depositary (or another established clearing corporation performing similar functionsWarrant), shall effect exercises and all applicable taxes or charges due in connection with the exercise of such Warrants, in lawful money of the United States of America by delivering certified or official bank check and the date on which the last of such items is delivered to the Depositary Warrant Agent (or such other clearing corporation, as applicabledetermined in accordance with the notice provisions hereof) the appropriate instruction form for is an “Exercise Date.” Upon receipt of an Exercise Notice indicating a cashless exercise, complying the Warrant Agent will promptly deliver a copy of the Exercise Notice to the Company to confirm the number of Ordinary Shares issuable in connection with the procedures to effect exercise that are required by the Depositary (or such other clearing corporation, as applicable)cashless exercise. The Company acknowledges that the bank accounts maintained by shall calculate and transmit to the Warrant Agent in connection with a written notice, and the services provided Warrant Agent shall have no obligation under this Agreement will or the Warrant to calculate, the number of Ordinary Shares issuable in connection with any cashless exercise or to investigate or confirm whether the Company’s determination of the number of Ordinary Shares to be issued in its name connection with such exercise is accurate or correct. Partial exercises of a Warrant resulting in purchases of a portion of the total number of Ordinary Shares available thereunder shall have the effect of lowering the outstanding number of Ordinary Shares purchasable thereunder in an amount equal to the applicable number of Ordinary Shares purchased. The Company and that the Warrant Agent may receive investment earnings may, in connection with their sole discretion, agree to allow holders of the investment at Warrants to exercise their Warrants using procedures other than those set forth in this Agreement and the Warrant Agent risk and for its benefit of funds held in those accounts from time to time. Neither the Company nor the Holders will receive interest on any deposits or Exercise Price. No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be requiredCertificate.