Common use of Exercise Prior to Expiration Clause in Contracts

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Stock of the Shares subject hereto, and if the fair market value of one share of the Preferred Applicable Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a3(b) (even if not surrendered) immediately before its expiration, including but not limited to expiration pursuant to Section 2. For purposes of such automatic exercise, the fair market value of one share of the Preferred Applicable Stock upon such expiration shall be determined pursuant to Section 3(a3(b)(iii). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b3(c), the Company agrees to promptly notify the Warrantholder Holder of the number of shares of Preferred StockShares, if any, the Warrantholder Holder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred shares of Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationas of the last day of the Exercise Period. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Stock of the Shares subject hereto, and if the fair market value of one share of the Preferred Applicable Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a3(b) (even if not surrendered) immediately before its expiration, including but not limited to expiration pursuant to clause (b) of Section 2. For purposes of such automatic exercise, the fair market value of one share of the Preferred Applicable Stock upon such expiration shall be determined pursuant to Section 3(a3(b)(iii). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b3(c), the Company agrees to promptly notify the Warrantholder Holder of the number of shares of Preferred StockShares, if any, the Warrantholder Holder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Stock of the Shares subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a3(b) (even if not surrendered) immediately before its expiration, including but not limited to expiration pursuant to Section 2. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a3(b)(iii). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b3(c), the Company agrees to promptly notify the Warrantholder Holder of the number of shares of Preferred StockShares, if any, the Warrantholder Holder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent that the Warrantholder has not exercised its purchase rights under this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationthe expiration of the Warrant Term. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationprior to the Expiration Date. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration Expiration Date shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent that the Holder has not exercised its purchase rights under this Agreement is not previously exercised as Warrant to all Preferred Stock Shares subject hereto, and if the fair market value of one share of the Preferred Stock Share is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) 1.2 (even if not surrendered) immediately before its expirationthe Expiration Date. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a)1.3. To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b)3.4, the Company agrees to promptly notify the Warrantholder Holder of the number of shares of Preferred StockShares, if any, the Warrantholder Holder is to receive by reason of such automatic exercise...

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one on share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock shares subject hereto, and if the fair market value of one share of the Preferred Stock Class is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock Class upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, the Class if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Company Stock subject hereto, and if the fair market value of one share of the Preferred Company Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Company Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder Hercules of the number of shares of Preferred Company Stock, if any, the Warrantholder Hercules is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all shares of Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised on a Net Issuance basis pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to clause (ii) of Section 3(a) (even if not surrendered) immediately before its expirationexpiration in accordance with Section 2. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationon the Termination Date. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration on the Termination Date shall be determined pursuant to Section 3(a). To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred shares of Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to the Net Issuance provisions of Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement Warrant is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement Warrant shall be deemed automatically exercised pursuant to Section 3(a) above (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a)) above. To the extent this Agreement Warrant or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to the Net Issuance provisions of Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred shares of Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b3(c), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.Section

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one (1) share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one (1) share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a3 (a) (even if not surrendered) immediately before its expiration, provided that the Warrantholder delivered to the Company the Instrument of Accession duly completed and executed (unless not applicable at such time). For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationprior to the Expiration Date. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration Expiration Date shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value (as determined pursuant to Section 3(a)) of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Warrant Agreement is not previously exercised as to all Preferred Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Warrant Agreement shall be deemed automatically exercised on a Net Issuance basis pursuant to Section 3(a) (even if not surrendered) immediately before its expirationexpiration pursuant to Section 2 above. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Warrant Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock Units subject hereto, and if the fair market value of one share of the Preferred Stock Unit is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock Unit upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b3(c), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred StockUnits, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred shares of Common Stock subject hereto, and if the fair market value of one share of the Preferred Common Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expirationas of the last day of the Exercise Period. For purposes of such automatic exercise, the fair market value of one share of the Preferred Common Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Common Stock, if any, the Warrantholder is to receive by reason of such automatic exercise. SECTION 4.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock subject hereto, and if the fair market value of one share of the Preferred Stock is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred Stock, if any, the Warrantholder is to receive by reason of such automatic exercise.

Exercise Prior to Expiration. To the extent this Agreement is not previously exercised as to all Preferred Stock Warrant Shares subject hereto, and if the fair market value of one share of the Preferred Stock Warrant Share is greater than the Exercise Price then in effect, this Agreement shall be deemed automatically exercised pursuant to Section 3(a) (even if not surrendered) immediately before its expiration. For purposes of such automatic exercise, the fair market value of one share of the Preferred Stock Warrant Share upon such expiration shall be determined pursuant to Section 3(a). To the extent this Agreement or any portion thereof is deemed automatically exercised pursuant to this Section 3(b), the Company agrees to promptly notify the Warrantholder of the number of shares of Preferred StockWarrant Shares, if any, the Warrantholder is to receive by reason of such automatic exercise.