Common use of Net Issue Exercise Clause in Contracts

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address set forth in Section 6.6 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holder. In such event, the Company shall issue to the Holder the number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this Warrant being canceled (at the time of such calculation). A = the Fair Market Value of one Share (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address set forth in Section 6.6 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holder. In such event, the Company shall issue to the Holder the number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this Warrant being canceled (at the time of such calculation). A = the Fair Market Value of one Share (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). . A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). A = the Fair Market Value fair market value of one Share share of the Company’s Class A Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to of the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). . A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). . A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). . B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(a1 (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In lieu of exercising this Warrant pursuant to Section 2(al (a) hereof, the Holder may elect to receive a number of Shares equal to the value (as determined below) of such portion of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address principal office of the Company together with the Notice of Cashless Exercise annexed hereto as Exhibit C duly executed; provided that the Net Issue Exercise set forth in this Section 1(b) is subject to adjustments set forth in Section 6.6 4 of the Purchase Agreement (as such address may be updated from time to time in accordance with the Purchase Agreement) together with a duly executed Notice of Exercise in which the appropriate alternative is initialed by the Holderthis Warrant. In such event, the Company shall issue to the Holder the a number of Shares computed using the following formula: X = Y (A-B) A Where X = the number of Shares to be issued to the Holder. Y = the number of Shares subject to this Warrant or, if only a portion of this Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). A = the Fair Market Value fair market value of one Share share of the Company’s Common Stock (at the date of such calculation). B = the Exercise Price (as adjusted to the date of such calculation).

Net Issue Exercise. In Notwithstanding any provisions herein to the contrary, if the Market Price (as defined below) of one share of the Company's Common Stock is greater than the Exercise Price (at the date of calculation as set forth below), in lieu of exercising this Warrant pursuant to Section 2(a) hereoffor cash, the Holder may elect to receive a number of Shares shares equal to the value (as determined below) of this Warrant (or the portion thereof being canceled) by surrender of this Warrant at the Company’s address set forth in Section 6.6 principal office of the Purchase Agreement (as such address may be updated from time to time in accordance Company together with the Purchase Agreement) together with a duly executed Notice properly endorsed Subscription Form and notice of Exercise such election in which the appropriate alternative is initialed by the Holder. In such event, event the Company shall issue to the Holder the a number of Shares shares of Common Stock computed using the following formula: X = Y (A-B) ------- A Where X = the number of Shares shares of Common Stock to be issued to the Holder. Holder Y = the number of Shares subject to this shares of Common Stock purchasable under the Warrant or, if only a portion of this the Warrant is being exercised, the portion of this the Warrant being canceled (at the time of such calculation). A = the Fair Market Value of one Share (at the date of such calculation). ) A = the Market Price of one share of the Company's Common Stock (at the date of such calculation) B = the Exercise Price (as adjusted to the date of such calculation).