Common use of Mechanics of Redemption Clause in Contracts

Mechanics of Redemption. To exercise such rights hereunder, the Holder shall deliver to the Company written notice (a “Put Notice”) indicating the number of shares of Common Stock to be included in such purchase and redemption. The closing of such purchase and redemption shall take place on or before the thirtieth (30th) day following the date of the Put Notice (the “Put Closing Date”). At such closing, (i) the Company shall pay the Put Price Per Share (less, that portion, if any, of the Exercise Price not previously paid with respect to such shares) for all Common Shares being purchased and redeemed in immediately available funds, (ii) the Holder shall surrender to the Company this Warrant and/or stock certificates representing the appropriate number of shares being purchased and redeemed, (iii) each surrendered Warrant and/or stock certificate shall be canceled, and (iv) new Warrants and/or stock certificates, as applicable, shall be issued to the Holder representing all remaining unredeemed shares. If, for any reason, on or before the Put Closing Date, the Company fails to purchase and redeem, and pay in full the Put Price Per Share for, all shares requested in the Put Notice to be purchased and redeemed, interest on the unpaid amount shall accrue at a simple rate of twelve percent (12%) per annum, retroactive to the Put Closing Date, until paid in full. This Section 8 shall survive the exercise of this Warrant until the Holder no longer holds any shares of Common Stock issuable upon the exercise hereof.

Mechanics of Redemption. To exercise such rights hereunder(a) In order to redeem any Debentures (in whole or in part), the applicable Holder shall deliver surrender the certificate(s) representing the Debentures to be redeemed, by either overnight courier or two-day courier, to the principal office of the Company, and shall give written notice in the form of EXHIBIT 1 hereto (the "REDEMPTION NOTICE") by facsimile (with the original of such notice forwarded with the foregoing courier) to the Company at such office to the effect that such Holder elects to have redeemed the principal amount of Debentures (plus accrued but unpaid interest thereon) specified therein; provided, however, that the Company shall not be obligated to pay the applicable redemption price unless either the certificate(s) evidencing the Debentures being redeemed is delivered to the Company as provided above, or if the Holder notifies the Company that such certificate(s) has been lost, stolen or destroyed and follows such procedures as are set forth in Paragraph 17. If less than all the principal amount represented by such certificate or certificates are to be redeemed, the Company shall issue and deliver to or on the order of the holder thereof, at the expense of the Company, a new certificate or certificates representing the unredeemed amount, to the same extent as if the certificate theretofore representing such unredeemed principal amount had not been surrendered on redemption. (b) The Company shall use its best efforts to pay the applicable redemption price within three (3) business days after receipt by the Company of the Redemption Notice and such certificate(s) evidencing the principal amount of Debentures being redeemed, or after receipt of such agreement and indemnification set forth in Paragraph 17, to such Holder, together with a certificate, certified by an appropriate officer of the Company, setting forth the calculation of the redemption price (the "REDEMPTION CERTIFICATE") and, if appropriate, a certificate evidencing the principal amount of the Debentures covered by the submitted certificate(s) not submitted for redemption; provided that in the case where more than one Holder submits Debenture certificates for redemption simultaneously and the Company is unable to redeem all of the Debentures submitted for such redemption, the Company shall redeem an amount from each Holder equal to each Holder's pro rata principal amount (based on principal amount of Debentures held by each Holder relative to outstanding) of all Debentures being redeemed. (c) If the Company shall fail to redeem all of the Debentures submitted for redemption (other than pursuant to a dispute as to the calculation of the applicable redemption price), in addition to any remedy each Holder may have under this Debenture, the Subscription Agreement and the Registration Rights Agreement, the applicable redemption price payable in respect of such unredeemed principal amount of Debentures shall bear interest at the rate of 2.0% per month (pro rated for partial periods) until such redemption price is paid in full. Until the Company pays such unpaid redemption price in full to a Holder, such Holder shall have the option, in lieu of redemption, to require the Company to promptly return to such Holder the aggregate principal amount of Debentures submitted for redemption by such Holder and for which the applicable redemption price has not been paid, by sending written notice thereof to the Company via facsimile (a “Put Notice”) indicating "REVOCATION NOTICE"). Upon the number of shares of Common Stock to be included in such purchase and redemption. The closing Company's receipt of such purchase Revocation Notice and redemption shall take place on or before the thirtieth (30th) day following the date prior to payment in full of the Put Notice (the “Put Closing Date”). At applicable redemption price to such closingHolder, (i) the Company shall pay the Put Price Per Share (less, that portion, if any, of the Exercise Price not previously paid with respect to such shares) for all Common Shares being purchased and redeemed in immediately available funds, (ii) the Holder shall surrender to the Company this Warrant and/or stock certificates representing the appropriate number of shares being purchased and redeemed, (iii) each surrendered Warrant and/or stock certificate shall be canceled, and (iv) new Warrants and/or stock certificates, as applicable, shall be issued to the Holder representing all remaining unredeemed shares. If, for any reason, on or before the Put Closing Date, the Company fails to purchase and redeem, and pay in full the Put Price Per Share for, all shares requested in the Put Notice to be purchased and redeemed, interest on the unpaid amount shall accrue at a simple rate of twelve percent (12%) per annum, retroactive to the Put Closing Date, until paid in full. This Section 8 shall survive the exercise of this Warrant until the Holder no longer holds any shares of Common Stock issuable upon the exercise hereof.Redemption

Mechanics of Redemption. To exercise such rights hereunder, the Holder The Company shall deliver to the Company effect each ----------------------- Redemption by delivering written notice (a “Put Notice”"Notice of Redemption") indicating to each holder of the Preferred Shares at the address and facsimile number of such holder appearing in the Company's Preferred Share register. Such Notice of Redemption shall be deemed to have been delivered and received (i) on the day it is sent if delivered by facsimile so as to be received prior to 5:00 p.m. local time at the holder of Preferred Shares' facsimile number as listed in the Purchase Agreement, or one (1) business day later if it is delivered so as to be received after 5:00 p.m. local time at the holder of Preferred Shares' facsimile number as listed in the Purchase Agreement, (ii) one (1) business day, if delivery is within the United States, after the Company's sending (by overnight courier) of such Notice of Redemption, or (iii) two (2) business days, if delivery is outside the United States, after the Company's sending (by two (2) day courier) of such Notice of Redemption. Such Notice of Redemption shall indicate (y) the number of Preferred Shares that have been selected for redemption, and (z) the date that such redemption is to become effective. Once the Notice of Redemption is deemed to have been delivered and received, the Preferred Shares designated for a Redemption may be converted into shares of Common Stock to be included if a Conversion Notice is delivered in such purchase and redemption. The closing accordance with Section 2(d) hereof within seven trading days of such purchase and redemption shall take place on or before the thirtieth (30th) day following the date the Notice of the Put Notice (the “Put Closing Date”)Redemption is deemed delivered and received. At After such closingseven day period, (i) the Company any Preferred Shares designated for Redemption not so converted shall pay the Put Price Per Share (lessno longer be convertible into Common Stock, that portion, if any, of the Exercise Price not previously paid with respect to and such shares) for all Common Preferred Shares being purchased and redeemed in immediately available funds, (ii) the Holder shall surrender be delivered to the Company this Warrant and/or stock certificates representing by the appropriate number seventh business day after the Notice of shares being purchased Redemption is deemed delivered and redeemed, (iii) each surrendered Warrant and/or stock certificate shall be canceled, and (iv) new Warrants and/or stock certificates, as applicable, shall be issued to the Holder representing all remaining unredeemed shares. If, for any reason, on or before the Put Closing Date, the Company fails to purchase and redeem, and pay in full the Put Price Per Share for, all shares requested in the Put Notice to be purchased and redeemed, interest on the unpaid amount shall accrue at a simple rate of twelve percent (12%) per annum, retroactive to the Put Closing Date, until paid in full. This Section 8 shall survive the exercise of this Warrant until the Holder no longer holds any shares of Common Stock issuable upon the exercise hereofreceived.