Common use of Amendments to Warrants Clause in Contracts

Amendments to Warrants. The Warrants are hereby amended as follows: The Warrants shall be amended to provide that the Exercise Price is $3.00, with no corresponding adjustment in the number of shares issuable upon exercise of the Warrants (notwithstanding Section 4 of the Warrants); provided, however, with respect to any holder of Series C Preferred Stock that invests in Senior Securities in the New Offering (as such terms are defined in Section 2(c) above), a portion of the Warrants held by such holder (such portion to be determined based upon the same percentage of such holder's Series C Preferred Stock which received the one-time conversion price reset pursuant to Section 2(b)(i) above) shall receive a one-time rest of the Exercise Price (without adjustment of the number of shares issuable upon exercise of such warrants) to the initial, five-year exercise price of the warrants issued in the New Offering, subject to further adjustment only pursuant to the remaining provisions of the Warrants. The Company shall deliver a replacement Warrant(s), to each of the Original Purchasers within five (5) business days after close and funding of the new financing. Each Original Purchaser shall within five (5) business days after execution of this Agreement, return his, her or its original Warrant(s) to the Company for cancellation, which in any event shall be deemed cancelled upon issuance of the replacement Warrant(s) to such Original Purchaser.