Common use of Fractional Shares Clause in Contracts

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Warrant Share upon exercise of any Warrant. As to any fraction of a share which Warrant Share that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash (by delivery of a certified or official bank check or by wire transfer of immediately available funds) equal to the Current product of (i) such fraction multiplied by (ii) the Fair Market Price per share Value of Common Stock one Warrant Share on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on the date of relevant exercise multiplied by such fractiondate.

Fractional Shares. The Upon the exercise of the rights represented by this Warrant, the Company shall not be required obligated to issue a fractional share shares of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more WarrantsStock, the rights under which are exercised and in the same transaction, would otherwise be entitled to purchase upon such exerciselieu thereof, the Company shall pay to the Holder an amount in cash equal to the Current Fair Market Price Value per share of Common Stock on the date of immediately prior to such exercise multiplied by such fractionfraction (rounded to the nearest cent).

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on as of the date of exercise multiplied by of the Warrant giving rise to such fractionfraction of a share.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company may, but shall not be required to issue a fractional share to, deliver fractions of shares of Common Stock upon exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exercisean exercise of this Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Fair Market Price per share of Common Stock on the date of exercise multiplied by such fractionValue Per Share.

Fractional Shares. The Company may, but shall not be required to issue a fractional share to, deliver fractions of shares of Common Stock upon exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exercisean exercise of this Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Fair Market Price per share Value Per Share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by such fractionof this Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash equal to such fraction multiplied by the Current Market Price per Fair Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date, if the Common Stock is then publicly traded.

Fractional Shares. The Company shall not be required to issue fractions of shares of Common Stock upon exercise of this Warrant or to distribute certificates which evidence fractional shares of Common Stock. If the exercise of this Warrant would result in a fractional share of Common Stock or the right to acquire a fractional share of Common Stock, such fractional share shall be disregarded and the number of shares of Common Stock issuable upon the exercise of this Warrant shall be rounded up or down to the nearest whole share. The Holder expressly waives his right to receive any fractional shares upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise exercise, multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Series C Preferred Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder holder of one or more Warrants, the rights under which are exercised in the same transaction, this Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Warrant Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrants would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fractional share in an amount in cash equal to the same fraction of the Current Market Price per share of Common Warrant Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exercisean exercise of this Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Fair Market Price per share Value Per Share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by such fractionof this Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock or other capital stock of the Company upon the exercise of any WarrantWarrants. As to If any fraction of a share which would be issuable upon the Holder exercise of one any Warrant (or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisespecified portions thereof), the Company shall pay purchase such fraction for an amount in cash equal to the Current Market Price per same fraction of the fair value of such share of Common Stock (as determined in good faith by the Board of Directors of the Company but not less than the fair market value) on the date of exercise multiplied by such fractionof the Warrant.

Fractional Shares. The Company shall not be required to issue a any fractional share shares of Common Stock upon exercise of any this Warrant. As In lieu of any fractional share to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrantholder would otherwise be entitled to purchase upon such exerciseexercise of this Warrant, the Company shall pay make a cash payment in an amount in cash equal to the Current Market product of (a) the Closing Price per share of Common Stock on the date of exercise multiplied by such fraction(b) the fraction of a share.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on as of the date of exercise multiplied by such fractionInitial Funding Date.

Fractional Shares. The Company shall not be required to issue a fractional shares of Common Stock upon the exercise of any Warrant. Upon the exercise of any Warrant, there shall be paid to the holder thereof, in lieu of any fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrantsresulting therefrom, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in of cash equal to the Current product of: (a) the fractional amount of such share; times (b) the Market Price per share of Common Stock Price, as determined on the trading day immediately prior to the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company shall not be required to ----------------- issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder holder of one or more Warrants, the rights under which are exercised in the same transaction, this Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share shares upon the exercise of this Warrant, but instead, the number of shares of Common Stock issuable upon exercise of any Warrant. As to any fraction of a share which the Holder of one this Warrant shall be rounded up or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal down to the Current Market Price per nearest whole share (calculated at the time of Common Stock on the date final exercise of exercise multiplied by such fractionthis Warrant).

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Share upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock Share on the date of exercise exercise, multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue fractional shares upon the exercise of this Warrant. If the Registered Holder would be entitled upon the exercise of any rights evidenced hereby to receive a fractional interest in a share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more WarrantsStock, the rights under which are exercised in the same transactionCompany shall, would otherwise be entitled to purchase upon such exercise, the Company shall pay in lieu of such fractional interest an amount in cash equal to the Current value of such fractional interest, calculated based upon the Market Price per share as of Common Stock on the date of exercise multiplied by such fractionthis Warrant is exercised.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more WarrantsWarrant and, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciselieu thereof, the Company shall pay a cash adjustment in respect of fractional share in an amount in cash equal to the Current Market Price per same fraction of the market value of one share of Common Stock on the date Exercise Date, with such market value being equal to the average of exercise multiplied by the closing sales prices per share of Common Stock for the twenty consecutive trading days preceding such fractiondate.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the that Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the Current Fair Market Price per share Value of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any the Warrant. As to If any fraction of a share which of Common Stock would be deliverable upon exercise of the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseWarrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Warrantholder in an amount in cash equal to the Current same fraction of the Market Price per share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by such fractionof the Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon the exercise of any WarrantWarrants. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrants would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a any fractional share shares of Common Stock upon exercise of any this Warrant. As In lieu of any fractional share to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrantholder would otherwise be entitled to purchase upon such exerciseexercise of this Warrant, the Company shall pay make a cash payment in an amount in cash equal to the Current product of (a) the Fair Market Price Value per share of Common Stock on the date of exercise multiplied by such fraction(b) the fraction of a share.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash equal to such fraction multiplied by the Current Fair Market Price per Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current Market Price same fraction of the fair market value per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Ordinary Shares upon exercise of any Warrant. As to any Any fraction of a share which the Holder of one or more Warrants, Warrants the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, except as otherwise provided in Section 2.1, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock Ordinary Shares on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Share upon the exercise of any this Warrant. As to any fraction of a share Share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share Share of Common Stock such Share on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon Upon the exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciserepresented by this Warrant, the Company shall will not be obligated to issue fractional shares of Common Stock, and in lieu thereof, the Company will pay to the Holder an amount in cash equal to the Current Market Price per share of Common Stock on as of the Business Day immediately preceding the date of exercise receipt of the Exercise Notice by the Company multiplied by such fractionfraction (rounded to the nearest cent).

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay deliver an amount in cash equal to the Current Market Price per additional full share of Common Stock on the date in lieu of exercise multiplied by such fractionfractional share.

Fractional Shares. The Company shall not be required to issue a fractional share shares of Common Stock common stock upon the exercise of any Warrantthis Warrant or to deliver Warrant Certificates which evidence fractional shares of common stock. As to any In the event that a fraction of a share which an Exercise Share would, except for the Holder provisions of one or more Warrantsthis paragraph 2.1, be issuable upon the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseexercise of this Warrant, the Company shall pay to the Holder exercising the Warrant an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise such fraction multiplied by such fractionthe current market value of the Exercise Share.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exercisean exercise of this Warrant, the Company shall pay shall, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Market Price per share Per Share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by such fractionof this Warrant.

Fractional Shares. The Company Corporation shall not be required to issue a ----------------- fractional share shares of Common Stock upon exercise of any Warrant. As to any this Warrant but shall pay for such fraction of a share which the Holder of one in cash or more Warrants, the rights under which are exercised by certified or official bank check in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per product of such fraction of a share of Common Stock on and the date of exercise multiplied by such fractionExercise Price.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock upon exercise of any WarrantWarrants or to distribute certificates which evidence fractional shares of Common Stock. As to any fraction In lieu of a share which the Holder fractional shares of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseCommon Stock, the Company shall pay to the then holder of this Warrant Certificate (as of the Date of Exercise) an amount in cash equal to the Current Market Price per share same fraction of the fair market value of the shares of Common Stock on the date calculated with respect to such Date of exercise multiplied by such fractionExercise.

Fractional Shares. The Company shall not be required upon the exercise of this Warrant to issue a any fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrantsshares, the rights under which are exercised in the same transactionbut instead shall, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal round up or down to the Current Market Price per share nearest whole number of shares of Common Stock on to be issued to the date of exercise multiplied by such fractionHolder.

Fractional Shares. The Company shall not be required to issue a fractional share of Class A Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall may pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Class A Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the average of the Daily Market Price per share of Common Stock on for the 5 consecutive Trading Days preceding the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Daily Market Price per share of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any the Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseany exercise of the Warrant, the Company shall pay an a cash adjustment in respect of such fraction in any amount in cash equal to the Current same fraction of the Fair Market Price per share Value of the Common Stock on the date of exercise multiplied by exercise, less the portion of the Exercise Price attributable to such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share ----------------- fractions of shares of Common Stock or other capital stock of the Company upon the exercise of any WarrantWarrants. As to If any fraction of a share which would be issuable upon the Holder exercise of one any Warrant (or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisespecified portions thereof), the Company shall pay purchase such fraction for an amount in cash equal to the same fraction of the Current Market Price per of such share of Common Stock on the date of exercise multiplied by such fractionof the Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in a cash equal to the Current Market Price per share of Common Stock on the date of exercise multiplied by such fraction.adjustment in

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current then current Market Price per share of Common Stock on the date of exercise Price, multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Share upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock Share on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any WarrantClass B Warrants. As to any fraction of a share which the a Holder of one or more Class B Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrants would otherwise be entitled to purchase upon such exercise, the exercise Company shall pay a cash adjustment to Holder in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a ----------------- fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on the date of relevant exercise multiplied by such fractiondate.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock or other capital stock of the Company upon the exercise or conversion of any this Warrant. As to If any fraction of a share which would be issuable on the Holder exercise or conversion of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisethis Warrant, the Company shall pay purchase such fraction for an amount in cash equal to the Current Market Price per same fraction of the fair market value of such share of Common Stock on the date of exercise multiplied by such fractionor conversion of this Warrant, determined in accordance with Section 2.2 hereof.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any WarrantClass A Warrants. As to any fraction of a share which the a Holder of one or more Class A Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Warrant Price per share of Common Stock on as of the date of exercise multiplied by such fractionClosing Date.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exerciseexercise of a Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the affected Holder in an amount in cash equal to the Current proportionate amount of the Fair Market Price Value per share as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionWarrant Price.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise multiplied by such fraction. The Company shall issue fractional shares of Series B Preferred Stock, as applicable, upon the exercise of this Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Class A Common Stock upon exercise of any WarrantCertificate. As to any fraction of a share which the Holder of one or more WarrantsCertificates, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall combine all fractions into whole numbers and pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on for the twenty consecutive Trading Days immediately preceding the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay an amount in cash equal to the Current Market Price price per share of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, this Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay the Holder cash in lieu of such fractional share in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionPrice.

Fractional Shares. The Company Telocity shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrants would otherwise be entitled to purchase upon such exercise, the Company exercise Telocity shall pay a cash adjustment to Holder in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock Share upon the exercise of any this Warrant. As to any fraction of a share Share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share Share of Common Stock such Share on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, this Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the Current Market Price same fraction of the Fair Value per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of o: any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company Corporation shall not be required to issue a transfer any fractional share share(s) of Common Stock upon exercise of any Warrantthe Option. As to any fraction fractional share(s) of a share Common Stock which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would Optionee shall otherwise be entitled to purchase upon such exercise, the Company Corporation shall pay a cash adjustment in respect of such fractional share(s) in an amount in cash equal to the Current Market Price per share same fraction of Common Stock on the date of exercise multiplied Exercise Price, which shall be determined in good faith by such fractionthe Corporation.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on the date of exercise multiplied by such fractionStock.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Warrant Stock upon exercise of any Warrant. As to In lieu of any fraction of a share to which the any Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseentitled, the Company shall pay an amount in make a cash payment equal to the Current Fair Market Price per Value of one share of Common Stock on the date of exercise Exercise Date multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a ----------------- fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrants would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment to Holder in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Class A Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Class A Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company may, but shall not be required to issue a fractional share to, deliver fractions of shares of Common Stock upon exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exercisean exercise of this Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Fair Market Price per share of Common Stock Value Per Share on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a any fractional share shares of Common Stock upon exercise of this Warrant. If any fractional interest in a share of Common Stock shall be deliverable upon the exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay purchase such fractional interest for an amount in of cash (computed to the nearest cent) equal to the Current Market Price per share product of Common Stock on the date of exercise such fraction multiplied by such fractionthe Exercise Price then in effect.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exerciseexercise of a Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the affected Warrantholder in an amount in cash equal to the Current same fraction of the Fair Market Price per share Value Per Share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company may, but shall not be required to issue to, deliver fractions of a fractional share of Common Stock Share upon exercise of any this Warrant. As to If any fraction of a share which the Holder Common Share would be deliverable upon an exercise of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisethis Warrant, the Company shall pay shall, in lieu of delivering such fraction of a Common Share, make a cash payment to the Holder in an amount in cash equal to the Current same fraction of the Fair Market Price per share Value Per Share determined as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by such fractionof this Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the Current same fraction of the current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exerciseexercise of a Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the affected Holder in an amount in cash equal to the Current proportionate amount of the Fair Market Price per share Value Per Share as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company shall not be required to issue a fractions of Warrant Shares upon the exercise of this Warrant. If any fractional share of Common Stock upon exercise would, except for the provisions of any Warrant. As to any fraction the first sentence of a share which the Holder of one or more Warrantsthis Section 8, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase deliverable upon such exercise, the Company Company, in lieu of delivering such fractional share, shall pay to the exercising holder of this Warrant an amount in cash equal to the Current Market Price per Value of such fractional share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock or other capital stock of the Company upon the exercise of any this Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseissuable on the exercise of this Warrant (or specified portions thereof), the Company shall pay purchase such fraction for an amount in cash equal to the same fraction of the Current Market Price per of such share of Common Stock on the date of exercise multiplied by such fractionof this Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall may pay an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise multiplied by such fraction.

Fractional Shares. The Company shall not be required to issue a fractional share of Class B Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall may pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Class B Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any the Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Warrant Stock upon exercise of any the Warrant. As to any fraction of a share which that the Holder of one or more Warrantsthe Warrant, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the Current Fair Market Price per Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock of the Company upon the exercise of any a Warrant. As to If any fraction of a share which Share would be issuable upon the Holder exercise of one any Warrant (or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisespecified portions thereof), the Company shall pay purchase such fraction for an amount in cash equal to the Current same fraction of the Fair Market Price per share Value of such Share of Common Stock on the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the current Market Price per share of Common Stock on as of the date of applicable exercise multiplied by such fractiondate.

Fractional Shares. The Company shall not be required to issue a fractional share fractions of shares of Common Stock or other capital stock of the Company upon the exercise of any WarrantWarrants. As to If any fraction of a share which would be issuable upon the Holder exercise of one any Warrant (or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercisespecified portions thereof), the Company shall pay purchase such fraction for an amount in cash equal to the same fraction of the Current Market Price per of such share of Common Stock on the date of exercise multiplied by such fractionof the Warrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash (by delivery of a certified or official bank check or by wire transfer of immediately available funds) equal to the Current product of (i) such fraction multiplied by (ii) the Fair Market Price per Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to ------------------ issue a fractional share of Class A Common Stock upon exercise of any the Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exerciseany exercise of the Warrant, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the Current same fraction of the Fair Market Price per share Value of the Common Stock on the date of exercise multiplied by exercise, less the portion of the Exercise Price attributable to such fraction. 5.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase receive upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Voting Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash equal to such fraction multiplied by the Current Market Price per Fair Value of one share of Voting Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on as of the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Warrant Stock upon exercise of any the Warrant. As to any fraction of a share which that the Holder of one or more Warrantsthe Warrant, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash equal to such fraction multiplied by the Current Fair Market Price per Value of one share of Common Stock on the date of exercise multiplied by such fractionExercise Date.

Fractional Shares. The Company shall not be required to issue a fractional share deliver fractions of shares of Common Stock upon exercise of any Warrant. As to If any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, Common Stock would otherwise be entitled to purchase deliverable upon such exerciseexercise of a Warrant, the Company shall pay may, in lieu of delivering such fraction of a share of Common Stock, make a cash payment to the affected Holder in an amount in cash equal to the Current proportionate amount of the Market Price per share as of Common Stock on the Business Day immediately preceding the date of exercise multiplied by of such fractionWarrant.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Class B Common Stock upon exercise of any WarrantWarrants. As to any fraction of a share which the a Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company number of shares that such Holder shall pay an be entitled to purchase shall reflect such fractional amount in cash equal rounded downward to the Current Market Price per nearest whole share of Common Stock on the date of exercise multiplied by such fractionamount.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which that the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay to such Holder an amount in cash equal to the Current Market Price per share of Common Stock on the date of exercise such fraction multiplied by such fractionthe Fair Value.

Fractional Shares. The Company shall not be required to issue a ----------------- fractional share of Common Stock upon exercise of any WarrantWarrants. As to any fraction of a share which the a Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue a fractional share of Common Stock upon exercise of any this Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, a Warrant would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the same fraction of the Current Market Price per share of Common Stock on the date of exercise multiplied by such fractionexercise.

Fractional Shares. The Company shall not be required to issue ------------------ a fractional share of Common Stock upon exercise of any Warrant. As to any fraction of a share which the Holder of one or more Warrants, the rights under which are exercised in the same transaction, would otherwise be entitled to purchase upon such exercise, the Company shall pay a cash adjustment in respect of such final fraction in an amount in cash equal to the Current same fraction of the Market Price per share of Common Stock on as of the date of exercise multiplied by such fractionClosing Date.