Common use of Manner of Exercise; Payment Clause in Contracts

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering to the Company at its Chief Executive Office, a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.

Manner of Exercise; Payment. The Holder 1.1.1 This Warrant may exercise this Warrant (or portion thereof owned be exercised by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day after March 9, 2000 and on or prior to the Expiration Date, by delivering surrender of this Warrant to the Company at its Chief Executive Officeprincipal office identified in Section 11.2(a) hereof, accompanied by a subscription (in substantially the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant Holder and accompanied by payment as aforesaid, the Holder shall deliver payment to the Companyfollows, at the option of the Holder’s election, : either (a) in cash, (bi) by certified or bank cashier's check made payable to the order of the Company, (c) Company or by wire transfer of immediately available funds, (d) funds to an account designated by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment the Company in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4to, or (eii) if shares of Common Stock with an aggregate Current Market Price equal to, the Holder is the Purchaser or any product of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (ia) the number of shares of Common Stock for which this Warrant Shares designated in such subscription is being exercised multiplied by (iib) the Per Share Warrant Exercise Price (such product the “Aggregate Purchase "Total Exercise Price”) and the "). The Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Sharesauthorized, validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) determined as provided in Sections 2 through 4. The Company acknowledges that 4 hereof. 1.1.2 As an alternative to paying the provisions Total Exercise Price in cash or Common Stock, the Holder may elect instead to receive upon exercise of clauses (d) and (e) are intendedthis Warrant, in part, to ensure that a full or partial exchange upon surrender of this Warrant will qualify as to the Company at its principal office identified in Section 11.2(a) hereof, accompanied by a conversion, within subscription in substantially the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated form attached to this Warrant duly executed by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, a number of duly authorized, validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) equal to (a) the Company will accept reasonable modifications difference between (x) the product of (aa) the number of shares of Common Stock (or Other Securities) which the Holder would as of the date of exercise be entitled to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original receive upon exercise of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have Warrant, multiplied by (bb) the same effect Current Market Price as cancellation of the original date of this Warrant after delivery exercise of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC each such share of Common Stock (or an entity affiliated with itsuch Other Securities) so receivable upon such exercise, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to minus (y) the product of (aa) the principal amount number of shares determined in (x)(aa) above, multiplied by (bb) the applicable Note and 100% Exercise Price, such difference divided by (zb) the greater Current Market Price of the Common Stock (ior Other Securities) as of the Per Share Warrant Exercise Price and (ii) $0.15date of exercise.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering surrender of this Warrant to the Company at its Chief Executive Office, accompanied by a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Companyand accompanied by payment, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4thereof (a “Cashless Exercise”), or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) , and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering to the Company at its Chief Executive Office, a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering to the Company at its Chief Executive Office, a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15Price.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering surrender of this Warrant to the Company at its Chief Executive Office, accompanied by a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Companyand accompanied by payment, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) on and after February 4, 2021 by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair last Weighted Average Price immediately preceding the time of delivery of the Notice of Exercise pursuant to this clause (d) (to clarify, the “last Weighted Average Price” will be the last Weighted Average Price as calculated over an entire Trading Day such that, in the event that this Warrant is exercised at a time that the Principal Trading Market Value thereofis open, as set forth the prior Trading Day’s Weighted Average Price shall be used in Section 1.4this calculation) (a “Cashless Exercise”), or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) , and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The 4.The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering surrender of this Warrant to the Company at its Chief Executive Office, accompanied by a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)I) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Companyand accompanied by payment, at the Holder’s election, (ai) in cash, (bii) by certified check payable to the order of the Company, (ciii) by wire transfer of immediately available funds, (div) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4thereof (a “Cashless Exercise”), or (ev) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company Notes held by the Holder, with any such indebtedness of the Company Notes so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (ia) the number of Warrant Shares designated in such subscription by (iib) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) , and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, Shares determined as provided in Sections 2 through 4and 3. In connection with any exercise of this Warrant, the Company shall provide the Holder with a certificate with the calculation of the Aggregate Warrant Shares as of the date of exercise. The Company acknowledges that the provisions of clauses clause (d) and (eiv) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”)Act. At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering to the Company at its Chief Executive Office, a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. . 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 10020% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15Price.

Manner of Exercise; Payment. The Holder may exercise (a) Exercise of this Warrant (or portion thereof owned by the Holder, as the case may be)Warrant, in whole or in part, during normal business hours on any Business Day on or prior to shall be effective as of the Expiration Date, by delivering date the Holder delivers to the Company at its Chief Executive Office, principal office (i) a subscription (duly executed written notice in the form attached to this Warrant as of Exhibit I A (the an “Notice of ExerciseExercise Notice”), (ii) duly executed by payment of the Exercise Price in the manner provided in Section 2.3(d), and (iii) this Warrant; and as of such date, a stock certificate or certificates shall be deemed to have been issued and the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender other Person so designated by the Holder in the Exercise Notice to the Company be named therein, shall be deemed to have become a holder of any indebtedness of the Company held by the Holderrecord, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methodsfor all purposes, of the amount obtained by multiplying (i) the such number of Warrant Shares designated set forth in the Exercise Notice. The Company shall, as promptly as practicable after receipt thereof and in any event within five Business Days thereafter, execute and deliver or cause to be executed and delivered to the Holder such certificate or certificates representing the aggregate number of Warrant Shares specified in such subscription by (ii) Exercise Notice, together with any cash in lieu of the Per Share Warrant Exercise Price (issuance of fractional shares, as provided in Section 2.5. The stock certificate or certificates so delivered shall, to the “Aggregate Purchase Price”) and extent possible, be in such denomination or denominations as the Holder shall thereupon have requested in the Exercise Notice and shall be entitled to receive registered in the number and type name of duly authorized the Holder or in such other name or names as shall have been designated in the Exercise Notice. (b) If this Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, shall have been exercised in part, the Company shall, at the time of delivery of the certificate or certificates representing the Warrant Shares being issued, execute and deliver to ensure that the Holder a full or partial exchange new Warrant evidencing the rights of the Holder to purchase the unpurchased Warrant Shares called for by this Warrant, which new Warrant will qualify as a conversionshall in all other respects be identical to this Warrant, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At or, at the request of the Holder, appropriate notation may be made on this Warrant and the same returned to the Holder. If this Warrant shall have been exercised in part, the Warrant Number covered by each partial exercise shall be calculated at the time of each such exercise, with any changes in the capitalization of the Company will accept reasonable modifications after each such exercise being reflected in the next subsequent exercise with respect to the exchange procedures portion of the original Warrant being exercised. (c) If this Warrant shall have been exercised in full, the Company shall cancel and dispose of this Warrant. Notwithstanding any provision herein to the contrary, the delivery to the Company of this Warrant and the Exercise Notice as provided for in this Section 1.1 2.3(a) shall confer upon the Holder immediate voting rights in order to accomplish such intent. For respect of the avoidance Warrant Shares acquired in connection therewith. (d) Payment of doubtthe Exercise Price shall be made, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver option of the original Holder, in accordance with any of the following (or any combination thereof): (i) by the surrender of a portion of this Warrant in order other than that portion then being exercised, or (ii) by the surrender of other securities of the Company then held by the Holder, including shares of Preferred Stock. For purposes of making payment of the Exercise Price, as of the date of such payment, (x) the portion of the Warrant being surrendered shall be deemed to effect an exercise hereunder. Execution and delivery have a value equal to the product of a Notice Fair Market Value Per Share multiplied by the number of shares of Common Stock underlying such portion of the Warrant, less the Exercise Price for such portion of the Warrant, (y) any Preferred Stock being surrendered shall have a value equal to the Liquidation Value (as defined in the Investment Agreement), and (z) any other securities being surrendered shall have a value reasonably agreed upon by the Company and the Holder as of such date; provided; however, that if a security is publicly traded, its value for such purposes shall be deemed to be its Market Price. If the Holder surrenders shares of Preferred Stock having a deemed value in excess of the Exercise Price then payable by such Holder (such excess being referred to as the “Excess Amount”), after such price is reduced by the amount, if any, paid by the surrender of any remaining Warrants or other securities of the Company, such Preferred Stock shall be applied to the payment of the Exercise Price that remains to be paid, and the Company shall issue to the Holder a new Preferred Stock certificate bearing identical terms to the surrendered Preferred Stock certificate, except that the value of the number of shares (including fractional shares) evidenced by such new Preferred Stock Certificate shall be equal to the Excess Amount, and the Company shall pay to the Holder an amount equal to the sum of all dividends with respect to the surrendered portion of such Preferred Stock, accrued and unpaid as of the date of payment of the Exercise Price, on the next regularly scheduled dividend payment date. If the Holder pays and surrenders any combination of Preferred Stock, Warrants and other securities of the Company for payment of the Exercise Price, the Holder shall specify the respective number of Warrant Shares to be purchased with each form of consideration, and the foregoing provisions shall be applied to each form of consideration with the same effect as cancellation if this Warrant were being separately exercised with respect to each form of consideration. If this Warrant shall have been used in part to pay the Exercise Price, the Company shall at the time of the original of this Warrant after delivery issuance of the Warrant Shares in accordance with execute and deliver to the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The number of Common Shares shall be equal to (y) Holder a new Warrant evidencing the product rights of the principal amount Holder to purchase the unpurchased Warrant Shares, which new Warrant shall in all other respects be identical to this Warrant, or, at the request of the applicable Note Holder, appropriate notation may be made on this Warrant and 100% divided by (z) the greater of (i) same returned to the Per Share Warrant Exercise Price and (ii) $0.15Holder.

Manner of Exercise; Payment. The Holder This Warrant may exercise this Warrant (or portion thereof owned be exercised by the Holder, as the case may be)holder hereof, in whole or in part, during normal business hours on any Business Day on or prior to during the Expiration DateExercise Period, by delivering surrender of this Warrant to the Company at its Chief Executive Officeoffice maintained pursuant to Section 7.2(a) hereof, accompanied by a subscription (notice of exercise in substantially the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)or a reasonable facsimile thereof) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaidsuch holder and accompanied by payment, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) cash or by certified check payable to the order of the Company, Company (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing such methods), of in the amount obtained by multiplying (ia) the number of Warrant Shares shares of Common Stock designated in such subscription notice by (iib) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) , and the Holder such holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Sharesauthorized, validly issued, fully paid and nonassessable shares of Common Stock determined as provided in Sections Section 2 through 4hereof. The Company acknowledges that Notwithstanding the provisions of clauses (d) and (e) are intendedforegoing, this Warrant may be converted, in whole or in part, to ensure that a full or partial exchange by the holder hereof into shares of Common Stock, during normal business hours on any Business Day during the Exercise Period, by surrender of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, to the Company will accept reasonable modifications at its office maintained pursuant to Section 7.2(a) hereof, accompanied by a conversion notice in the exchange procedures provided for in this Section 1.1 in order form attached to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. 1 Insert Acuitas Capital LLC (or an entity affiliated with ita reasonable facsimile thereof) duly executed by such holder, as designated by Acuitas Capital LLC). 2 The and thereupon such holder shall be entitled to receive that number of Common Shares shall be equal to (y) the product duly authorized, validly issued, fully paid and nonassessable shares of the principal amount of the applicable Note and 100% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15.Common

Manner of Exercise; Payment. The Holder may exercise this Warrant (or portion thereof owned by the Holder, as the case may be), in whole or in part, during normal business hours on any Business Day on or prior to the Expiration Date, by delivering to the Company at its Chief Executive Office, a subscription (in the form attached to this Warrant as Exhibit I (the “Notice of Exercise”)) duly executed by the Holder. Within one (1) Business Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company, at the Holder’s election, (a) in cash, (b) by certified check payable to the order of the Company, (c) by wire transfer of immediately available funds, (d) by cancellation of Warrant Shares, with any such Warrant Shares so cancelled being credited against such payment in an amount equal to the Fair Market Value thereof, as set forth in Section 1.4, or (e) if the Holder is the Purchaser or any of its Affiliates, by the surrender by the Holder to the Company of any indebtedness of the Company held by the Holder, with any such indebtedness of the Company so surrendered being credited against such payment in an amount equal to the then outstanding principal amount thereof plus accrued interest thereon through the date of surrender, or by any combination of any of the foregoing methods, of the amount obtained by multiplying (i) the number of Warrant Shares designated in such subscription by (ii) the Per Share Warrant Exercise Price (the “Aggregate Purchase Price”) and the Holder shall thereupon be entitled to receive the number and type of duly authorized Warrant Shares, determined as provided in Sections 2 through 4. The Company acknowledges that the provisions of clauses (d) and (e) are intended, in part, to ensure that a full or partial exchange of this Warrant will qualify as a conversion, within the meaning of paragraph (d)(3)(ii) of Rule 144 promulgated by the Commission under the Securities Act (“Rule 144”). At the request of the Holder, the Company will accept reasonable modifications to the exchange procedures provided for in this Section 1.1 in order to accomplish such intent. For the avoidance of doubt, this Warrant shall only be exercisable at the Per Share Warrant Exercise Price. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of a Notice of Exercise shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. . 1 Insert Acuitas Capital LLC (or an entity affiliated with it, as designated by Acuitas Capital LLC). 2 The 2The number of Common Shares shall be equal to (y) the product of the principal amount of the applicable Note and 10020% divided by (z) the greater of (i) the Per Share Warrant Exercise Price and (ii) $0.15Price.