Common use of Delivery of Stock Certificates, etc. on Exercise Clause in Contracts

Delivery of Stock Certificates, etc. on Exercise. As soon as practicable after the exercise of this Warrant and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the Holder (upon payment by the Holder of any applicable transfer taxes) may direct, a certificate or certificates for the number of fully-paid and nonassessable shares of Common Stock (or Other Securities) to which the Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any property (including cash, where applicable) to which the Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrant(3) business days thereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved understands that a delay in the issue delivery of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this the Warrant or payment of cash Shares after the Warrant Share Delivery Date could result in economic loss to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the Holder (upon payment by the Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which the Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The “Other Securities” means any stock (other than Common Stock) and other securities of the Company or any other person (corporate or otherwise) which the Holder at any time shall not be requiredentitled to receive, howeveror shall have received, on the exercise of this Warrant, in lieu of or in addition to pay Common Stock, or which at any tax time shall be issuable or other charge imposed shall have been issued in connection with any transfer involved exchange for or in the issue of any certificate for shares replacement of Common Stock (or Other Securities) issuable upon exercise of this Warrant Securities pursuant to Section 8 or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is dueotherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the holder hereof as the record owner of such shares as of the date of issuance of the shares of Common Stock issued pursuant to the Triggering Conversion Notice, provided that the holder of this Warrant shall have made payment for the shares purchased upon exercise of this Warrant within 5 business days of receipt of the relevant Triggering Conversion Notice. If payment is not received within such five business day period, the date of issuance shall be deemed the date of receipt of payment for such shares. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days 10 days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holderholder hereof, or as the Holder such holder (upon payment by the Holder such holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the Holder such holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the Holder such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any property (including cash, where applicable) to which share on the Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in business day immediately preceding the issue date of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is dueissuance.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the Holder (upon payment to another person designated by the Holder of in writing (provided that the Holder has paid any applicable transfer taxes) may directtaxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure compliance with applicable securities laws), a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the Holder such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due1.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith so long as such surrender and payment has been made no later than 12:00 noon (New York time) on such business day and if received after 12:00 noon (New York time) on a business day the shares of Common Stock shall be deemed issued on the next business day. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days five (5) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the Holder such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Registered Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrantfive (5) days thereafter (“Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderRegistered Holder hereof, or as the such Registered Holder (upon payment by the such Registered Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Registered Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Registered Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Registered Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required; provided, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment that the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until tax that may be payable in respect of any transfer involving the issuance and delivery of any such certificate upon exercise in a name other than that of the Registered Holder. Notwithstanding the foregoing, the Registered Holder shall be solely responsible for any income taxes payable and arising from the issuance and exercise of this warrant, or any ad valorem property or intangible tax or charge has been paid or it has been established to assessed against the Company’s reasonable satisfaction that no such tax or charge is dueRegistered Holder.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares as aforesaid. Notwithstanding the foregoing, the Holder may, upon written notice delivered to the Company concurrently with the surrender of this Warrant for exercise as provided in Section 1, elect that the exercise of all or any portion of this Warrant be conditioned upon the consummation of any transaction or event, in which case (a) such exercise shall not be deemed to be effective unless and until the consummation of such transaction or event occurs and (b) such exercise may be revoked by the Holder at any time prior to the consummation of such transaction or event. If such transaction or event is not consummated or is so revoked, the Company shall promptly return the surrendered Warrant to such Holder, unless otherwise instructed by such Holder. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days four (4) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its sole expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, (i) a certificate or certificates for the number of fully-duly authorized, validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be requiredotherwise and (ii) in case such exercise is in part only, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this a new Warrant or payment of cash to any Person other than the Holder, and Warrants as set forth in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is dueSection 1.3.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which delivery of a Subscription Form shall have occurred and payment shall have been made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days five (5) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value fair market value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment shall have been made for such shares in accordance herewith so long as such surrender and payment has been made no later than 12:00 noon (New York time) on such business day and if received after 12:01 noon (New York time) on a business day the shares of Common Stock shall be deemed issued on the next business day. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered a properly completed Exercise Notice shall have been delivered to the Company and payment made to the Company for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that, provided the full purchase price listed in the Subscription Form is received as specified in Section 1.2, the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which delivery of a Subscription Form shall have occurred and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrant(3) business days thereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. (a) As soon as practicable after the exercise of this Warrant and in any event within three five Trading Days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the Holder (upon payment by the Holder of any applicable transfer taxes) may direct, a certificate or certificates for the number of fully-fully paid and nonassessable shares of Common Stock (or Other Securities) to which the Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, which certificate or certificates shall be free of restrictive and trading legends (except to the extent permitted under Section 6.12 of the Exchange Agreement), plus, in lieu of any fractional share to which the Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any property (including cash, where applicable) to which the Holder is entitled upon such exercise pursuant to Section 1 2 or otherwise. The In lieu of delivering physical certificates for the shares of Common Stock or (Other Securities) issuable upon any exercise of this Warrant, provided the Company's transfer agent is participating in the Depository Trust Company ("DTC") Fast Automated Securities Transfer ("FAST") program, upon request of the Holder, the Company shall not be required, however, use commercially reasonable efforts to pay any tax or other charge imposed in connection with any cause its transfer involved in the issue of any certificate for agent electronically to transmit such shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.upon

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes, if any) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that provided the full purchase price listed in the Subscription Form is received as specified in Sections 1.2, 1.3 or 2, the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which delivery of a Subscription Form shall have occurred and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrant(3) business days thereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith (unless the shares are being issued pursuant to the “cashless exercise” provisions of Section 2.2). As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days (3) business days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section Sections 1 and 2, or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. As soon as practicable after The Company agrees that the Common Shares purchased upon exercise of this Warrant and in any event within three Trading Days thereafter, upon the terms and subject shall be deemed to be issued to the conditions Holder hereof as the record owner of such shares as of the close of business on the date on which this WarrantWarrant shall have been surrendered and payment made for such shares as aforesaid. Within two (2) Business Days thereafter (the “Deadline”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of non-assessable Common Stock Shares (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value closing market price of the Common Stock on the exercise date of one full shareCommon Share, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The If the Holder shall have given exercised all or any portion of this Warrant in accordance with its terms, the Company’s obligation to issue and deliver the certificates for Common Shares shall be absolute and unconditional, irrespective of the absence of any action by the Holder to enforce the same, any waiver or consent with respect to any provision thereof, the recovery of any judgment against any person or any action to enforce the same, any failure or delay in the enforcement of any other obligation of the Company shall not be requiredto the holder of record, howeveror any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder of any obligation to pay the Company, and irrespective of any tax or other charge imposed circumstance which might otherwise limit such obligation of the Company to the Holder in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is dueconversion.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which delivery of a Subscription Form shall have occurred and payment made for such shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon the terms and subject to the conditions of this Warrant(3) business days thereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. Any exercise of Warrants pursuant to Section 5 shall be deemed to have been effected immediately prior to the close of business on the date on which the Warrants with the subscription form and the check for the aggregate Purchase Price shall have been received by the Company. At such time, the person or persons in whose name or names any certificate or certificates for shares of Common Stock shall be issuable upon such exercise shall be deemed to have become the holder or holders of record of the shares of Common Stock so purchased. As soon as practicable after the exercise of this any Warrant in full or in part, and in any event within three Trading Days ten days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of of, and delivered to to, the Holder, or as the Holder (upon payment by the Holder of any applicable transfer taxes) may directpurchasing Warrantholder, a certificate or certificates for the number of fully-fully paid and nonassessable shares of the Underlying Common Stock (or Other Securities) to which the Holder such Warrantholder shall be entitled on upon such exercise, in such denominations as may be requested by the Holder, plus, plus cash in lieu of any fractional share to which the Holder such Warrantholder would otherwise be entitled, cash equal entitled in an amount determined pursuant to such fraction multiplied by the then Current Fair Market Value of one full shareSection 8(h), together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the Holder such holder is entitled upon such exercise pursuant to Section 1 7 below or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which payment shall have been made for such Warrant Shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three Trading Days thereafter, upon five (5) days thereafter (the terms and subject to the conditions of this Warrant“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or as the such Holder (upon payment by the such Holder of any applicable transfer taxes) may directdirect in compliance with applicable securities laws, a certificate or certificates for the number of fully-duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which the such Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which the such Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or Other Securities or any other securities and property (including cash, where applicable) to which the such Holder is entitled upon such exercise pursuant to Section 1 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.