Common use of Redemption and Repurchase Rights Clause in Contracts

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrant, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”) equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s assets or all or substantially all of a subsidiary of Columbia’s assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to Columbia. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrant, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”) equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s right, pursuant to this Paragraph 7, to require Columbia to repurchase a portion or all of the Warrant, and/or to require Columbia to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia to repurchase all or a portion of the Warrant, and/or to require Columbia to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to Columbia, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia is no longer so prohibited; provided, however, that to the extent that Columbia is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia is then so prohibited from repurchasing, and/or Columbia shall deliver to the Holder a certificate for the shares of Common Stock which Columbia is then so prohibited from redeeming, and Columbia shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia for purposes of such repurchase and/or redemption, and Columbia shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia First Washington to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”) equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of ColumbiaFirst Washington’s assets or all or substantially all of a subsidiary of Columbia’s Xxxxxx’x assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia First Washington as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaFirst Washington. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia First Washington to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”) equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia First Washington to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s right, pursuant to this Paragraph 7, to require Columbia First Washington to repurchase a portion or all of the Warrant, and/or to require Columbia First Washington to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia First Washington to repurchase all or a portion of the Warrant, and/or to require Columbia First Washington to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaFirst Washington, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia First Washington to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia First Washington shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia First Washington notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia First Washington is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia First Washington shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia First Washington is no longer so prohibited; provided, however, that to the extent that Columbia First Washington is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia First Washington hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia First Washington shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia First Washington is then so prohibited from repurchasing, and/or Columbia First Washington shall deliver to the Holder a certificate for the shares of Common Stock which Columbia First Washington is then so prohibited from redeeming, and Columbia First Washington shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia First Washington at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia First Washington to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia First Washington will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia First Washington for purposes of such repurchase and/or redemption, and Columbia First Washington shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s Somerset's assets or all or substantially all of a subsidiary of Columbia’s Somerset's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia Somerset as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaSomerset. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia Somerset to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia Somerset to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia Somerset to repurchase a portion or all of the Warrant, and/or to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia Somerset to repurchase all or a portion of the Warrant, and/or to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaSomerset, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia Somerset to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia Somerset shall deliver or cause to be delivered to the Holder: : (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia Somerset notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia Somerset is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia Somerset shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia Somerset is no longer so prohibited; provided, however, that to the extent that Columbia Somerset is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia Somerset hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia Somerset shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia Somerset is then so prohibited from repurchasing, and/or Columbia Somerset shall deliver to the Holder a certificate for the shares of Common Stock which Columbia Somerset is then so prohibited from redeeming, and Columbia Somerset shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia Somerset at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia Somerset to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia Somerset will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia Somerset for purposes of such repurchase and/or redemption, and Columbia Somerset shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s Premier's assets or all or substantially all of a subsidiary of Columbia’s Premier's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia Premier as determined by a recognized investment banking firm selected by such HolderHolder and reasonably acceptable to Premier, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaPremier. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia Premier to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia Premier to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia Premier to repurchase a portion or all of the Warrant, and/or to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia Premier to repurchase all or a portion of the Warrant, and/or to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaPremier, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia Premier to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia Premier shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia Premier notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia Premier is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia Premier shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia Premier is no longer so prohibited; provided, however, that to the extent that Columbia Premier is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia Premier hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia Premier shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia Premier is then so prohibited from repurchasing, and/or Columbia Premier shall deliver to the Holder a certificate for the shares of Common Stock which Columbia Premier is then so prohibited from redeemingpurchasing, and Columbia Premier shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia Premier at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia Premier to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia Premier will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia Premier for purposes of such repurchase and/or redemption, and Columbia Premier shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s SFC's assets or all or substantially all of a subsidiary of Columbia’s FFC's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia SFC as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaSFC. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia SFC to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia SFC to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia SFC to repurchase a portion or all of the Warrant, and/or to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia SFC to repurchase all or a portion of the Warrant, and/or to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaSFC, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia SFC to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia SFC shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia SFC notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia SFC is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia SFC shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia SFC is no longer so prohibited; provided, however, that to the extent that Columbia SFC is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia SFC hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia SFC shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia SFC is then so prohibited from repurchasing, and/or Columbia SFC shall deliver to the Holder a certificate for the shares of Common Stock which Columbia SFC is then so prohibited from redeemingpurchase, and Columbia SFC shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia SFC at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia SFC to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia SFC will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia SFC for purposes of such repurchase and/or redemption, and Columbia SFC shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”"REDEMPTION PRICE") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s DBC's assets or all or substantially all of a subsidiary of Columbia’s DBC's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia DBC as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaDBC. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia DBC to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”"WARRANT REPURCHASE PRICE") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia DBC to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia DBC to repurchase a portion or all of the Warrant, and/or to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia DBC to repurchase all or a portion of the Warrant, and/or to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaDBC, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia DBC to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia DBC shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia DBC notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia DBC is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia DBC shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia DBC is no longer so prohibited; provided, however, that to the extent that Columbia DBC is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia DBC hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia DBC shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia DBC is then so prohibited from repurchasing, and/or Columbia DBC shall deliver to the Holder a certificate for the shares of Common Stock which Columbia DBC is then so prohibited from redeemingpurchase, and Columbia DBC shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia DBC at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia DBC to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia DBC will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia DBC for purposes of such repurchase and/or redemption, and Columbia DBC shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s DBC's assets or all or substantially all of a subsidiary of Columbia’s DBC's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia DBC as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaDBC. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia DBC to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia DBC to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia DBC to repurchase a portion or all of the Warrant, and/or to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia DBC to repurchase all or a portion of the Warrant, and/or to require Columbia DBC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaDBC, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia DBC to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia DBC shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia DBC notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia DBC is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia DBC shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia DBC is no longer so prohibited; provided, -------- however, that to the extent that Columbia DBC is at the time and after the expiration of ------- 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia DBC hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia DBC shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia DBC is then so prohibited from repurchasing, and/or Columbia DBC shall deliver to the Holder a certificate for the shares of Common Stock which Columbia DBC is then so prohibited from redeemingpurchase, and Columbia DBC shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until --- -------- ------- five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia DBC at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia DBC to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia DBC will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia DBC for purposes of such repurchase and/or redemption, and Columbia DBC shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia Resource to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”) equal to the highest of: (i) 110% of the the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of ColumbiaResource’s assets or all or substantially all of a subsidiary of Columbia’s Xxxxxx’x assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia Resource as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaResource. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia Resource to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”) equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia Resource to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s right, pursuant to this Paragraph 7, to require Columbia Resource to repurchase a portion or all of the Warrant, and/or to require Columbia Resource to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia Resource to repurchase all or a portion of the Warrant, and/or to require Columbia Resource to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaResource, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia Resource to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia Resource shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia Resource notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia Resource is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia Resource shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia Resource is no longer so prohibited; provided, however, that to the extent that Columbia Resource is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia Resource hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia Resource shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia Resource is then so prohibited from repurchasing, and/or Columbia Resource shall deliver to the Holder a certificate for the shares of Common Stock which Columbia Resource is then so prohibited from redeeming, and Columbia Resource shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia Resource at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia Resource to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia Resource will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia Resource for purposes of such repurchase and/or redemption, and Columbia Resource shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”"REDEMPTION PRICE") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s Premier's assets or all or substantially all of a subsidiary of Columbia’s Premier's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia Premier as determined by a recognized investment banking firm selected by such HolderHolder and reasonably acceptable to Premier, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaPremier. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia Premier to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”"WARRANT REPURCHASE PRICE") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia Premier to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia Premier to repurchase a portion or all of the Warrant, and/or to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia Premier to repurchase all or a portion of the Warrant, and/or to require Columbia Premier to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaPremier, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia Premier to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia Premier shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia Premier notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia Premier is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia Premier shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia Premier is no longer so prohibited; provided, however, that to the extent that Columbia Premier is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia Premier hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia Premier shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia Premier is then so prohibited from repurchasing, and/or Columbia Premier shall deliver to the Holder a certificate for the shares of Common Stock which Columbia Premier is then so prohibited from redeemingpurchasing, and Columbia Premier shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia Premier at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia Premier to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia Premier will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia Premier for purposes of such repurchase and/or redemption, and Columbia Premier shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “Redemption Price”) equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of ColumbiaSomerset’s assets or all or substantially all of a subsidiary of ColumbiaSomerset’s assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia Somerset as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaSomerset. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia Somerset to repurchase all or any portion of the Warrant at a price (the “Warrant Repurchase Price”) equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia Somerset to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s right, pursuant to this Paragraph 7, to require Columbia Somerset to repurchase a portion or all of the Warrant, and/or to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia Somerset to repurchase all or a portion of the Warrant, and/or to require Columbia Somerset to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaSomerset, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia Somerset to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia Somerset shall deliver or cause to be delivered to the Holder: : (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia Somerset notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia Somerset is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia Somerset shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia Somerset is no longer so prohibited; provided, however, that to the extent that Columbia Somerset is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia Somerset hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia Somerset shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia Somerset is then so prohibited from repurchasing, and/or Columbia Somerset shall deliver to the Holder a certificate for the shares of Common Stock which Columbia Somerset is then so prohibited from redeeming, and Columbia Somerset shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and provided further, that upon receipt of such notice and until five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia Somerset at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia Somerset to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia Somerset will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia Somerset for purposes of such repurchase and/or redemption, and Columbia Somerset shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia KHG to redeem some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s KHG's assets or all or substantially all of a subsidiary of Columbia’s LVNB's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia KHG as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaKHG. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia KHG to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia KHG to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia KHG to repurchase a portion or all of the Warrant, and/or to require Columbia KHG to redeem some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia KHG to repurchase all or a portion of the Warrant, and/or to require Columbia KHG to redeem some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaKHG, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed accompanied by a written notice stating that it elects to require Columbia KHG to repurchase the Warrant or a portion thereof and/or to redeem all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia KHG shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeeming, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia KHG notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemed, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia KHG is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia KHG shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia KHG is no longer so prohibited; provided, however, that to the extent -------- ------- that Columbia KHG is at the time and after the expiration of 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia KHG hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia KHG shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia KHG is then so prohibited from repurchasing, and/or Columbia KHG shall deliver to the Holder a certificate for the shares of Common Stock which Columbia KHG is then so prohibited from redeeming, and Columbia KHG shall have no further obligation to repurchase such new Warrant or redeem such Common Stock; and --- provided further, that upon receipt of such notice and until five days -------- ------- thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia KHG at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia KHG to repurchase the Warrant and/or redeem the Common Stock, whereupon Columbia KHG will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia KHG for purposes of such repurchase and/or redemption, and Columbia KHG shall have no further obligation to repurchase such Warrant and/or redeem such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated:

Redemption and Repurchase Rights. (a) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), who has exercised the Warrant in whole or in part shall have the right to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised at a redemption price per share (the “"Redemption Price”") equal to the highest of: (i) 110% of the Exercise Price, (ii) the highest price paid or agreed to be paid for any share of Common Stock by an Acquiring Person (as defined below) during the one year period immediately preceding the date of redemption, and (iii) in the event of a sale of all or substantially all of Columbia’s SFC's assets or all or substantially all of a subsidiary of Columbia’s FFC's assets: (x) the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Columbia SFC as determined by a recognized investment banking firm selected by such Holder, divided by (y) the number of shares of Common Stock then outstanding. If the price paid consists in whole or in part of securities or assets other than cash, the value of such securities or assets shall be their then current market value as determined by a recognized investment banking firm selected by the Holder and reasonably acceptable to ColumbiaSFC. (b) From and after the date on which any event described in Paragraph 2 of this Agreement occurs which permits the exercise of the Warrantoccurs, the Holder as defined in the Warrant (which shall include a former Holder), shall have the right to require Columbia SFC to repurchase all or any portion of the Warrant at a price (the “"Warrant Repurchase Price”") equal to the product obtained by multiplying: (i) the number of shares of Common Stock represented by the portion of the Warrant that the Holder is requiring Columbia SFC to repurchase, times (ii) the excess of the Redemption Price over the Exercise Price. (c) The Holder’s 's right, pursuant to this Paragraph 7, to require Columbia SFC to repurchase a portion or all of the Warrant, and/or to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, shall expire on the close of business on the 60th 180th day following the occurrence of any event described in Paragraph 2 which permits the exercise of the Warrant2. (d) The Holder may exercise its right, pursuant to this Paragraph 7, to require Columbia SFC to repurchase all or a portion of the Warrant, and/or to require Columbia SFC to redeem purchase some or all of the shares of Common Stock for which the Warrant was exercised, by surrendering for such purpose to ColumbiaSFC, at its principal office within the time period specified in the preceding subparagraph, the Warrant and/or a certificate or certificates representing the number of shares to be redeemed purchased accompanied by a written notice stating that it elects to require Columbia SFC to repurchase the Warrant or a portion thereof and/or to redeem purchase all or a specified number of such shares in accordance with the provisions of this Paragraph 7. As promptly as practicable, and in any event within five business days after the surrender of the Warrant and/or such certificates and the receipt of such notice relating thereto, Columbia SFC shall deliver or cause to be delivered to the Holder: (i) the applicable Redemption Price (in immediately available funds) for the shares of Common Stock which it is not then prohibited under applicable law or regulation from redeemingpurchasing, and/or (ii) the applicable Warrant Repurchase Price, and/or (iii) if the Holder has given Columbia SFC notice that less than the whole Warrant is to be repurchased and/or less than the full number of shares of Common Stock evidenced by the surrendered certificate or certificates are to be redeemedpurchased, a new certificate or certificates, of like tenor, for the number of shares of Common Stock evidenced by such surrendered certificate or certificates less the number shares of Common Stock redeemed purchased and/or a new Warrant reflecting the fact that only a portion of the Warrant was repurchased. (e) To the extent that Columbia SFC is prohibited under applicable law or regulation, or as a result of administrative or judicial action, from repurchasing the Warrant and/or redeeming purchasing the Common Stock as to which the Holder has given notice of repurchase and/or redemption, Columbia SFC shall immediately so notify the Holder and thereafter deliver or cause to be delivered, from time to time to the Holder, the portion of the Warrant Repurchase Price and/or the Redemption Price which it is no longer prohibited from delivering, within five business days after the date on which Columbia SFC is no longer so prohibited; provided, -------- however, that to the extent that Columbia SFC is at the time and after the expiration of ------- 25 months, so prohibited from delivering the Warrant Repurchase Price and/or the Redemption Price, in full (and Columbia SFC hereby undertakes to use its best efforts to obtain all required regulatory and legal approvals as promptly as practicable), Columbia SFC shall deliver to the Holder a new Warrant (expiring one year after delivery) evidencing the right of the Holder to purchase that number of shares of Common Stock representing the portion of the Warrant which Columbia SFC is then so prohibited from repurchasing, and/or Columbia SFC shall deliver to the Holder a certificate for the shares of Common Stock which Columbia SFC is then so prohibited from redeemingpurchase, and Columbia SFC shall have no further obligation to repurchase such new Warrant or redeem purchase such Common Stock; and provided further, that upon receipt of such notice and until --- -------- ------- five days thereafter the Holder may revoke its notice of repurchase of the Warrant and/or redemption of Common Stock by written notice to Columbia SFC at its principal office stating that the Holder elects to revoke its election to exercise its right to require Columbia SFC to repurchase the Warrant and/or redeem purchase the Common Stock, whereupon Columbia SFC will promptly redeliver to the Holder the Warrant and/or the certificates representing shares of Common Stock surrendered to Columbia SFC for purposes of such repurchase and/or redemption, and Columbia SFC shall have no further obligation to repurchase such Warrant and/or redeem purchase such Common Stock. (f) As used in this Agreement the following terms have the meanings indicated: