Common use of Warrant Solicitation Fee Clause in Contracts

Warrant Solicitation Fee. (a) The Company has engaged the Underwriter, on a non- exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. The Company has also agreed to (i) assist the Underwriter with respect to such solicitation, if reasonably requested by the Underwriter, and (ii) at the Underwriter's request, provide the Underwriter and direct the Company's transfer and warrant agent to deliver to the Underwriter, at the Company's cost, lists of the record and, to the extent known, beneficial owners of the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter in connection with the Underwriter's solicitation activities, including but not limited to providing to the Underwriter, at the Company's cost, such list of record and beneficial holders of the Warrants. (b) If, upon the exercise of any Warrant: (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the Underwriter, (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Underwriter for each Warrant exercised more than one year after the effective date of the Registration Statement. The Underwriter and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the Underwriter.

Warrant Solicitation Fee. (a) The Company has engaged the Underwriter, on a non- Underwriters as the exclusive basis, as its agent agents for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. Warrants. The Company has also agreed to (i) assist the Underwriter Underwriters with respect to such solicitation, if reasonably requested by the UnderwriterUnderwriters, and (ii) at the Underwriter's Underwriters' request, provide the Underwriter Underwriters and direct the Company's transfer and warrant agent to deliver to the UnderwriterUnderwriters, at the Company's cost, lists of the record and, to the extent known, beneficial owners of of, the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter Underwriters in every respect in connection with the Underwriter's Underwriters' solicitation activities, including but not limited to providing to the UnderwriterUnderwriters, at the Company's cost, such a list of record and beneficial holders of the Warrants. (b) If, upon the exercise of any Warrant: Warrant (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the UnderwriterUnderwriters, and (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Underwriter for each Warrant exercised more than one year after the effective date of the Registration StatementUnderwriters. The Underwriter Underwriters and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 3.3.5. may not be modified, amended or deleted without the prior written consent of the UnderwriterUnderwriters.

Warrant Solicitation Fee. (a) The Company has engaged the Underwriter, on a non- Representative as the exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. The Company has also agreed to (i) assist the Underwriter Representative with respect to such solicitation, if reasonably requested by the UnderwriterRepresentative, and (ii) at the UnderwriterRepresentative's request, provide the Underwriter Representative and direct the Company's transfer and warrant agent to deliver to the UnderwriterRepresentative, at the Company's cost, lists of the record and, to the extent known, beneficial owners of the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter Representative in every respect in connection with the UnderwriterRepresentative's solicitation activities, including but not limited to providing to the UnderwriterRepresentative, at the Company's cost, such a list of record and beneficial holders of the Warrants. (b) If, upon the exercise of any Warrant: Warrant (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the UnderwriterRepresentative, and (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Underwriter for each Warrant exercised more than one year after the effective date of the Registration StatementRepresentative. The Underwriter Representative and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the UnderwriterRepresentative.

Warrant Solicitation Fee. (a) The Company has engaged the UnderwriterRepresentative, on a non- exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. The Company has also agreed to (i) assist the Underwriter Representative with respect to such solicitation, if reasonably requested by the UnderwriterRepresentative, and (ii) at the UnderwriterRepresentative's request, provide the Underwriter Representative and direct the Company's transfer and warrant agent to deliver to the UnderwriterRepresentative, at the Company's cost, lists of the record and, to the extent known, beneficial owners of the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter Representative in connection with the UnderwriterRepresentative's solicitation activities, including but not limited to providing to the UnderwriterRepresentative, at the Company's cost, such list of record and beneficial holders of the Warrants. (b) If, upon the exercise of any Warrant: (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the UnderwriterRepresentative, (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Underwriter Representative for each Warrant exercised more than one year after the effective date of the Registration Statement. The Underwriter Representative and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the UnderwriterRepresentative.

Warrant Solicitation Fee. (ai) The Company has engaged the Underwriter, on a non- Underwriter as the exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. Warrants. The Company has also agreed to (i) assist the Underwriter with respect to such solicitation, if reasonably requested by the Underwriter, and (ii) at the Underwriter's request, provide the Underwriter and direct the Company's transfer and warrant agent to deliver to the Underwriter, at the Company's cost, lists of the record and, to the extent known, beneficial owners of of, the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter in every respect in connection with the Underwriter's solicitation activities, including but not limited to providing to the Underwriter, at the Company's cost, such a list of record and beneficial holders of the Warrants. (bii) If, upon the exercise of any Warrant: Warrant (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the Underwriter, and (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 53% of the Warrant Price to the Underwriter for each Warrant exercised more than one year after the effective date of the Registration StatementUnderwriter. The Underwriter and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the Underwriter.

Warrant Solicitation Fee. (a) The Company has engaged the UnderwriterRepresentative, on a non- exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. The Company has also agreed to (i) assist the Underwriter Representative with respect to such solicitation, if reasonably requested by the UnderwriterRepresentative, and (ii) at the UnderwriterRepresentative's request, provide the Underwriter Representative and direct the Company's transfer and warrant agent to deliver to the UnderwriterRepresentative, at the Company's cost, lists of the record and, to the extent known, beneficial owners of the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Underwriter Representative in connection with the UnderwriterRepresentative's solicitation activities, including but not limited to providing to the UnderwriterRepresentative, at the Company's cost, such list of record and beneficial holders of the Warrants. (b) If, upon the exercise of any Warrant: (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the UnderwriterRepresentative, (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Underwriter Representative for each Warrant e for each Warrant exercised more than one year after the effective date of the Registration Statement. The Underwriter Representative and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants. (c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the UnderwriterRepresentative.