Common use of Fractional Warrants and Fractional Shares Clause in Contracts

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 9.1. If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional shareshares, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 7 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates Agreements that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market Small Cap market, or, if not traded thereon, by the National Quotation Bureau, Inc. on On the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the The Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on The Nasdaq Stock Market or such exchange or market on the last business day prior to the date of exercise of this Warrant the Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, Market System ("NMS") the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Class A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Class A Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Class A Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Class A Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Class A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, Market System ("NMS") the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over the counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section Paragraph 9 hereofof this Agreement, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company Company, at its option, shall either issue a whole share in lieu of such fractional share or pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices price reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon on the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon on exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Warrant Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the on any exercise of any Warranthereof, the Company shall pay to the Warrant Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National NASDAQ Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked ask prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded listed for trading on the Nasdaq National NASDAQ Stock Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges on a national securities exchange or listed for trading on the NASDAQ Stock Market and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section Paragraph 9 hereofof this Agreement, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices price reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant the Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 9.1. If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNasdaq, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Preferred Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Preferred Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the The Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Preferred Stock on The Nasdaq Stock Market or such exchange or market on the last business day prior to the date of exercise of this Warrant the Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Preferred Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Preferred Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, Inc., the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System or the NASD Electronic Bulletin Board, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. or the NASD Electronic Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof10 of this Agreement, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices price reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional shareshare on the date of the exercise of this Warrant, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System of NASDAQ ("NMS"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant for which the determination is being made or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2ii) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of for which the exercise of this Warrantdetermination is being made; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable issuable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, hereof the Company nevertheless shall not be required to issue fractions of shares, shares upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded quoted on the Nasdaq NASDAQ National Market System or Small Cap Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market NASDAQ on the last business day prior to the date of exercise of this Warrant or or, if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not so listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketquoted, the current market value shall be the mean of the last reported bid and asked prices on NASDAQ or as reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges or quoted, and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Class A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Class A Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Class A Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Small Cap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Class A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Marketor SmallCap Markets, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant the Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company Corporation shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares or Warrants to purchase fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company Corporation shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is Section 9(a)(1) does not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketapply, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reportedneither Section 9(a)(1) nor Section 9(a)(2) applies, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the CompanyCorporation.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Class A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Class A Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Class A Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or or, if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Class A Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Class A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on listed for trading in the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company, such determination to be final and binding on the Registered Holder.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASD OTC Bulletin Board, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. NASD OTC Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National NASDAQ Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 9.1. If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If if the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1A) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2B) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3C) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If Regardless of whether or not the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, shares upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value price per share on the last business day prior to the date of such fractional shareexercise. The current market price per share shall be determined, determined with respect to any date, as follows: (1) If if the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value price per share on any date shall be the last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketdate; or (2) If if the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketthereon, the current market value price per share for any date shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrantsuch date; or (3) If if the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value price per share shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 9.1. If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Stock Market or the OTC Bulletin Board, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed on a national securities exchange or admitted to unlisted trading privileges on a national securities such exchange or is not traded listed for trading on the Nasdaq National MarketNASDAQ Stock Market or the OTC Bulletin Board, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or listed for trading on the NASDAQ Stock Market or the OTC Bulletin Board and bid and asked prices are not so reportedreported by the National Quotation Bureau, Inc., the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, Market System (“NMS") the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the overthecounter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the average of the last reported sale price prices of the Common Stock on such exchange or market on for the last business day 10 trading days prior to the date of exercise of this Warrant or Warrant; provided that if no such sale is made on a day within such period or no closing sale price is quoted, that day, 's market value shall be the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on for the last business day 10 trading days prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such a reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section SECTION 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Small Cap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ quotation system, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, except that if the Common Stock is included in the NASDAQ System, but not the National Market System, the average of the closing bid and asked prices shall be used, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Class A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Class A Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Class A Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is reported, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Class A Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Class A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each a Warrant is adjusted pursuant to Section 9 7 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current Current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked ask prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded listed for trading on the Nasdaq National Stock Market, the current market Current value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges on a national securities exchange or listed for trading on the Nasdaq Stock Market and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1A) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the average of the last reported sale price prices of the Common Stock on such exchange or market on for the last business day 10 trading days prior to the date of exercise of this Warrant or Warrant; provided that if no such sale is made on a day within such period or no closing sale price is quoted, that day, 's market value shall be the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2B) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on for the last business day 10 trading days prior to the date of the exercise of this Warrant; or (3C) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such a reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless ASN shall not be required to issue and deliver fractions of shares, upon Warrant Shares on the exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company Millicom shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the ASN Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ System, the current market value shall be the last reported sale price of the ASN Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2) If the ASN Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3) If the ASN Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the CompanyMillicom.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or or, if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. Nasdaq Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System or the NASD Bulletin Board, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. or the NASD Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any a Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNasdaq, the current market value shall be the average of the last reported sale price prices of the Common Stock on such exchange or market on for the last business day 10 trading days prior to the date of exercise of this Warrant or such Warrant; provided that if no such sale is made on a day within such period or no closing sale price is quoted, that day, ’s market value shall be the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed in the over-the-counter market (other than on Nasdaq) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on for the last business day 10 trading days prior to the date of the exercise of this such Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount amount, not less than book value thereof as at the end of the most recent fiscal year of the Company ending prior to such business day, determined in such a reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, Inc., the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. NASD Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS") or Nasdaq SmallCap Market ("NSM"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on NMS or NSM) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of sharesshares of Common Stock, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share of Common Stock called for upon the any exercise of any a Warrant, the Company may, in its sole discretion issue one additional whole share of Common Stock, or otherwise shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market or Nasdaq SmallCap Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business trading day prior to the date of exercise of this the applicable Warrant or if no such sale is made on such dayday or no last reported sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on Nasdaq) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 7 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq NASDAQ National MarketMarket ("NMS"), the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant Exercise Date or if no such closing sale price is made on such dayquoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2ii) If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this WarrantExercise Date; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the CompanyPurchase Price.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the The Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Series A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Series A Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Series A Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Series A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the OTC Bulletin Board or National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Class A Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Class A Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value shall be the last reported sale price of the Class A Common Stock on such 15 exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such dayday or no closing sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Class A Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Class A Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the The Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the an exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Commons Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section Paragraph 9 hereofof this Agreement, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company Company, at its option, shall either issue a whole share in lieu of such fractional share or pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or Pacific Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices price reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation BureauPink Sheets, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 1. If the number of shares of (or Common Stock, as the case may be) Preferred Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) a. If the Preferred Stock (or the Common Stock Stock, as the case may be) is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Preferred Stock (or the Common Stock Stock, as the case may be) on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2) b. If the Preferred Stock (or the Common Stock Stock, as the case may be) is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) c. If the Preferred Stock (or the Common Stock Stock, as the case may be) is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. or the NASD Electronic Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Small Cap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.market

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Marketor SmallCap Markets, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant the Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange exchange; or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If Regardless of whether or not the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, shares upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value price per share on the last business day prior to the date of such fractional shareexercise. The current market price per share shall be determined, determined with respect to any date, as follows: (1) If if the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketMarket System ("NMS"), the current market value price per share on any date shall be the last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketdate; or (2) If if the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketthereon, the current market value price per share for any date shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrantsuch date; or (3) If if the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value price per share shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of sharesshares of Common Stock, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share of Common Stock called for upon the any exercise of any a Warrant, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market System or Nasdaq SmallCap Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business trading day prior to the date of exercise of this the applicable Warrant or if no such sale is made on such dayday or no last reported sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on Nasdaq) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System or the NASD Electronic Bulletin Board, the current market value shall shah be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. or the NASD Electronic Bulletin Board on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an an, amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNasdaq, the current market value shall be the average of the last reported sale price prices of the Common Stock on such exchange or market on for the last business day 10 trading days prior to the date of exercise of this Warrant or Warrant; provided that if no such sale is made on a day within such period or no closing sale price is quoted, that day, ’s market value shall be the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed in the over-the-counter market (other than on Nasdaq) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on for the last business day 10 trading days prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such a reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon on the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon on exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Warrant Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the on any exercise of any Warranthereof, the Company shall pay to the Warrant Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked ask prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges on a national securities exchange or listed for trading on the Nasdaq Stock Market and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of sharesshares of Common Stock, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share of Common Stock called for upon the any exercise of any a Warrant, the Company shall pay to the Registered Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Market or Nasdaq SmallCap Market, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business trading day prior to the date of exercise of this the applicable Warrant or if no such sale is made on such dayday or no last reported sale price is quoted, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) If the Common Stock is not listed in the over-the-counter market (other than on Nasdaq) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof10 of this Agreement, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange the New York or American Stock Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National Stock Market, the current market value shall be the reported last reported sale price of the Common Stock on such exchange or market system on the last business day prior to the date of exercise of this Warrant Warrant, or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices price reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1i) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2ii) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3iii) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) 9.1 If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 8 hereof, the Company shall nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1) 9.1.1 If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq NASDAQ National MarketMarket System ("NMS"), the current market value shall be the average of the last reported sale price prices of the Common Stock on such exchange or market on for the last business day ten (10) trading days prior to the date of exercise of this Warrant or Warrant; provided that if no such sale is made on a day within such period or no closing sale price is quoted, that day, 's market value shall be the average of the closing bid and asked prices for such day on such exchange or marketsystem; or (2) 9.1.2 If the Common Stock is not listed in the over-the-counter market (other than on NMS) or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on for the last business day ten (10) trading days prior to the date of the exercise of this Warrant; or (3) 9.1.3 If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such a reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. With respect to any fraction of a share called for upon the exercise of any Warrant, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange or admitted to unlisted trading privileges on such exchange or is traded on the Nasdaq National Market, the current market marker value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or market; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Market, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.

Fractional Warrants and Fractional Shares. (a) If the number of shares of Common Stock purchasable upon the exercise of each Warrant is adjusted pursuant to Section 9 hereof, the Company nevertheless shall not be required to issue fractions of shares, upon exercise of the Warrants or otherwise, or to distribute certificates that evidence fractional shares. In such event, the Company may at its option elect to round up the number of shares to which the Holder is entitled to the nearest whole share or to pay cash in respect of fractional shares in accordance with the following: With respect to any fraction of a share called for upon the any exercise of any Warranthereof, the Company shall pay to the Holder an amount in cash equal to such fraction multiplied by the current market value of such fractional share, determined as follows: (1a) If the Common Stock is listed on a national securities exchange National Securities Exchange or admitted to unlisted trading privileges on such exchange or is traded listed for trading on the Nasdaq National MarketNASDAQ Quotation System or the NASD Over-the-Counter Electronic Bulletin Board, the current market value shall be the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of exercise of this the Warrant or if no such sale is made on such day, the average of the closing bid and asked prices for such day on such exchange or marketexchange; or (2b) If the Common Stock is not listed or admitted to unlisted trading privileges on a national securities exchange or is not traded on the Nasdaq National Marketprivileges, the current market value shall be the mean of the last reported bid and asked prices reported by the Nasdaq SmallCap Market or, if not traded thereon, by the National Quotation Bureau, Inc. on the last business day prior to the date of the exercise of this the Warrant; or (3c) If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not so reported, the current market value shall be an amount determined in such reasonable manner as may be prescribed by the Board of Directors of the Company.