Common use of Exercise and Duration of Warrants Clause in Contracts

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date hereof to through and including the Expiration Date. At 6:30 earlier of (i) 5:00 p.m., New York City time, time on the Expiration Date and (ii) the Redemption Date, the if any. Any portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein If, during the term of this Warrant, the Company authorizes or approves or enters into any agreement contemplating any Fundamental Transaction, the Company shall provide the Holder with at least ten (10) days’ advance written notice prior to the contrary, consummation of such Fundamental Transaction and this Warrant shall terminate unless exercised immediately prior to any Requisite Stockholder Approval authorizing any action otherwise the consummation of such Fundamental Transaction. (including the elimination of restrictions imposed by this Section 6(b)), the c) The Company shall not effect any exercise of this Warrant, and the Holder of this Warrant shall not have the right to exercise any portion of this Warrant pursuant to Section 5(a), to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s 's affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), ) would beneficially own in excess of 19.994.99% (the “Maximum Percentage”) of the outstanding number of shares of Common StockStock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which the determination of such determination sentence is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (iA) exercise of the remaining, nonexercised unexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (iiB) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company beneficially owned by the Holder or any of its affiliates (including, without limitation, any other securities of the Company notes or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stockwarrants) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliatesherein. Except as set forth in the preceding sentence, for purposes of this Section 6(b5(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunderamended. In addition, for For purposes of this Section 6(b5(b), “group” has in determining the meaning set forth in Section 13(d) number of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) appliesoutstanding shares of Common Stock, the determination Holder may rely on the number of whether this Warrant is exercisable outstanding shares of Common Stock as reflected in (in relation to other securities owned x) the Company's most recent Form 10-KSB, Form 10-K, Form 10-QSB, Form 10-Q or Form 8-K, as the case may be (y) a more recent public announcement by the Holder together with Company or (z) any affiliates) and other notice by the Company or its transfer agent setting forth the number of which portion shares of this Warrant is exercisable shall be in Common Stock outstanding. For any reason at any time, upon the sole discretion written or oral request of the Holder, the Company shall within three (3) Business Days confirm orally and in writing to the submission Holder the number of a notice shares of exercise Common Stock then outstanding. In any case, the number of outstanding shares of Common Stock shall be deemed determined after giving effect to be the Holder’s determination conversion or exercise of whether securities of the Company, including this Warrant is exercisable (in relation to other securities owned Warrant, by the Holder together with any affiliates) and or its affiliates since the date as of which portion such number of this Warrant isoutstanding shares of Common Stock was reported. By written notice to the Company, the Holder may increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (i) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Company, and (ii) any such increase or decrease will apply only to the Holder and not to any other holder of Warrants.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date that is six (6) months after the date hereof to and including the Expiration DateDate (the “Exercise Period”). At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything herein to the contrary, if at any time during the Exercise Period the closing price per share of Common Stock as reported on the Nasdaq Stock Market is greater than the Exercise Price for a period of 20 consecutive trading days then, upon written notice delivered to the Holder by the Company, the Expiration Date shall be accelerated to the date that is five (5) business days after the date of such notice (the “Accelerated Expiration Date”). At 6:30 p.m., New York City time, on the Accelerated Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. (c) Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes , unless the Company obtains such approval as may be required by the applicable rules and regulations of the foregoing sentence, Nasdaq Stock Market (or any successor entity) from the number stockholders of shares the Company with respect to the issuance of Common Stock beneficially owned Warrant Shares resulting in the beneficial ownership by the Holder (and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is’s

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. [The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder.Holder.]4 [The Company shall notify the Holder in writing of the occurrence of regulatory approval by the U.S. Food and Drug Administration of the ▇▇▇▇▇▇ Medical 6F Magellan Catheter in the United States (the “Milestone Event”), with such notification to be accompanied by a certification executed by the Chief Financial Officer of the Company as to the occurrence of the Milestone Event. Within fifteen (15) days after receipt of such Company notice, the Holder shall exercise this Warrant in full by paying the price per Warrant Share equal to the Exercise Price.]5 (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isnumber

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after during the date hereof to and including the Expiration DateExercise Period. At 6:30 p.m., New York City time, on the Expiration Date, the Any portion of this Warrant not exercised prior thereto to the conclusion of the Exercise Period shall be and become void and of no value. The Company may If the Qualified Offering has not call or redeem all or any portion occurred within six (6) months of the Original Issue Date, this Warrant without the prior written consent shall become void and of the Holderno value. (b) [Notwithstanding anything contained herein If, during the term of this Warrant, the Company authorizes or approves or enters into any agreement contemplating any Fundamental Transaction, the Company shall provide the Holder with at least ten (10) days’ advance written notice prior to the contrary, consummation of such Fundamental Transaction and this Warrant shall terminate unless exercised immediately prior to any Requisite Stockholder Approval authorizing any action otherwise the consummation of such Fundamental Transaction. (including the elimination of restrictions imposed by this Section 6(b)), the c) The Company shall not effect any exercise of this Warrant, and the Holder of this Warrant shall not have the right to exercise any portion of this Warrant pursuant to Section 6(a), to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s 's affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), ) would beneficially own in excess of 19.994.99% (the “Maximum Percentage”) of the outstanding number of shares of Common StockStock outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which the determination of such determination sentence is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (iA) exercise of the remaining, nonexercised unexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (iiB) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company beneficially owned by the Holder or any of its affiliates (including, without limitation, any other securities of the Company notes or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stockwarrants) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliatesherein. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunderamended. In addition, for For purposes of this Section 6(b), “group” has in determining the meaning set forth in Section 13(d) number of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) appliesoutstanding shares of Common Stock, the determination Holder may rely on the number of whether this Warrant is exercisable outstanding shares of Common Stock as reflected in (in relation to other securities owned x) the Company's most recent Form 10-KSB, Form 10-K, Form 10-QSB, Form 10-Q or Form 8-K, as the case may be (y) a more recent public announcement by the Holder together with Company or (z) any affiliates) and other notice by the Company or its transfer agent setting forth the number of which portion shares of this Warrant is exercisable shall be in Common Stock outstanding. For any reason at any time, upon the sole discretion written or oral request of the Holder, the Company shall within three (3) Business Days confirm orally and in writing to the submission Holder the number of a notice shares of exercise Common Stock then outstanding. In any case, the number of outstanding shares of Common Stock shall be deemed determined after giving effect to be the Holder’s determination conversion or exercise of whether securities of the Company, including this Warrant is exercisable (in relation to other securities owned Warrant, by the Holder together with any affiliates) and or its affiliates since the date as of which portion such number of this Warrant isoutstanding shares of Common Stock was reported. By written notice to the Company, the Holder may increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (i) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Company, and (ii) any such increase or decrease will apply only to the Holder and not to any other holder of Warrants.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date that is six months after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which that would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which that would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isamended

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date that is six months after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of [9.99%] [19.99% %] of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which that would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which that would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise an Exercise Notice (as defined below) shall be deemed to be the Holder’s determination of representation and warranty to the Company as to whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isis exercisable, in accordance with the first sentence of this Section 6(b). For purposes of this Section 6(b), in determining the number of outstanding shares of Common Stock, the Holder may rely on the number of outstanding shares of Common Stock as reflected in (i) the Company’s most recent Form 10-K, Form 10-Q, Current Report on Form 8-K or other public filing with the Commission, as the case may be, (ii) a more recent public announcement by the Company or (iii) a more recent notice by the Company or the Company’s transfer agent to the Holder setting forth the number of shares of Common Stock then outstanding. Upon the request of the Holder, the Company shall promptly, and in any event within one trading day of such request, confirm to the Holder the number shares of Common Stock then outstanding.]2

Exercise and Duration of Warrants. (a) This The Warrant shall be exercisable by the registered Holder in whole at any time and in part from time to time on or after from the date hereof to Original Issue Date through and including the Expiration Date. At 6:30 p.m., New York City by delivering to the Warrant Agent (i) the Warrants to be exercised shown on the records of the Depository to an account of the Warrant Agent at the Depository designated for such purpose in writing by the Warrant Agent to the Depository from time to time, on (ii) an Exercise Notice with respect to such Warrants to be exercised (in the form attached hereto) (an “Exercise Notice”) properly delivered by the Participant in accordance with the Depository’s procedures, and (iii) payment of the Exercise Price in accordance with Section 11. On the Expiration Date, the portion of this the Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this the Warrant without the prior written consent of the affected Holder. (b) [Notwithstanding anything contained herein The number of Warrant Shares that may be acquired by the Holder upon any exercise of the Warrant (or otherwise in respect hereof) shall be limited to the contraryextent necessary to insure that, prior to any Requisite Stockholder Approval authorizing any action otherwise following such exercise (including the elimination of restrictions imposed by this Section 6(b)or other issuance), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the total number of shares of Common Stock then beneficially owned by the such Holder and its affiliates shall include (as defined under Rule 144, “Affiliates”) and any other persons whose beneficial ownership of Common Stock would be aggregated with the Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 19.999% (the “19.999% Ownership Limitation”) of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of excluding any shares of Common Stock which would be issuable upon (ia) exercise of the remaining, nonexercised unexercised portion of this the Warrant beneficially owned by the such Holder and its Affiliates or any of its affiliates and (iib) exercise or conversion of the unexercised or nonconverted un-converted portion of any other securities of the Company (including, without limitation, limitation any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common StockStock or warrants) subject to a limitation on conversion or exercise analogous to the limitation contained herein included in this Section 5(b) that are beneficially owned by the such Holder or any of its affiliatesAffiliates). Except as set forth described in the preceding sentence, for purposes of this the Section 6(b5(b), beneficial ownership shall be calculated determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To This provision shall not restrict the number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the event of a Fundamental Transaction as contemplated in Section 10 of this Agreement. In addition to the limitation contained in the preceding paragraph, (1) during any period of time in which a Holder’s beneficial ownership of Common Stock is less than 10%, the number of Warrant Shares that may be acquired by such Holder upon any exercise of the Warrant (or otherwise in respect hereof) shall be limited to the extent necessary to insure that, following such exercise (or other issuance), the total number of shares of Common Stock then beneficially owned by such Holder and its affiliates does not exceed 9.999% (the “9.999% Ownership Limitation” (calculated as described in the first sentence of the preceding paragraph), and (2) during any period of time in which a Holder’s beneficial ownership of Common Stock is less than 5%, the number of Warrant Shares that may be acquired by such Holder upon any exercise of the Warrant (or otherwise in respect hereof) shall be limited to the extent necessary to insure that, following such exercise (or other issuance), the total number of shares of Common Stock then beneficially owned by such Holder and its affiliates does not exceed 4.999% (the “4.999% Ownership Limitation” (calculated as described in the first sentence of the preceding paragraph). The 4.999% limitation may only be waived by the approval of the Board of Directors of the Company (but such waiver shall not affect any other Holder). By written notice to the Company, the Holder may waive the 9.99% Ownership Limitation, but any such waiver will not be effective until the 61st day after delivery of such notice, nor will any such waiver effect any other Holder. The 19.999% Ownership Limitation may not be waived. For purposes of Section 5(b), it understood that (1) that the Company is not representing to any Holder that any calculations required hereby are in compliance with Section 13(d) of the Exchange Act and each Holder is solely responsible for any schedules required to be filed therewith and (2) to the extent that the limitation contained in this Section 6(b5(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliatessuch Holder) and of which portion of this Warrant is exercisable shall be in the sole discretion of the a Holder, and the submission of a notice of exercise an Exercise Notice shall be deemed to be the each Holder’s determination of whether this a Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliatessuch Holder) and of which portion of this a Warrant isis exercisable, in each case subject to such aggregate percentage limitation, and the Company shall have no obligation to verify or confirm the accuracy of such determination.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the six month anniversary of the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock, including, without limitation, the Series B/C Exchange Warrants) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is,

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. [The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder.Holder.]4 [The Company shall notify the Holder in writing of the occurrence of regulatory approval by the U.S. Food and Drug Administration of the ▇▇▇▇▇▇ Medical 6F Magellan Catheter in the United States (the “Milestone Event”), with such notification to be accompanied by a certification executed by the Chief Financial Officer of the Company as to the occurrence of the Milestone Event. Within fifteen (15) days after receipt of such Company notice, the Holder shall exercise this Warrant in full by paying the price per Warrant Share equal to the Exercise Price.]5 (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant to the extent that after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect 4 Bracketed language to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth included in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall Series B Warrants and Series C Warrants. 5 Bracketed language to be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be included in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isSeries A Warrants.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date hereof Date of Issuance set forth above to and including the date that is five (5) years following the Date of Issuance set forth above (the “Expiration Date”). At 6:30 5:00 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any individual, partnership, corporation, limited liability company, joint stock company, unincorporated organization or association, trust, joint venture, association or other persons similar entity, whether or not a legal entity (each, a “Person”) acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares Common Shares, unless the Company obtains such approval as may be required by the applicable rules and regulations of the NasdaqNew York Stock MarketExchange (or any national securities exchange on which the Common Shares are then listed) from the shareholders of the Company with respect to the issuance of Common StockShares resulting in the beneficial ownership by the Holder (and such Holder’s affiliates and any other Persons acting as a group together with the Holder or any of the Holder’s affiliates) of in excess of 19.99% of the outstanding Common Shares. For purposes of the foregoing sentence, the number of shares of Common Stock Shares beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock Shares issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which Shares that would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which that would entitle the holder thereof to acquire at any time shares of Common StockShares) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b4(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isregulations

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date that is six months after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which that would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which that would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise shall be deemed to be the Holder’s determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder in whole at any time and in part from time to time on or after from the date hereof to Original Issue Date through and including the Expiration Date. At 6:30 5:00 p.m., New York City time, Eastern time on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the affected Holder.. Placement Agency Agreement (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b))contrary contained herein, the Company shall not effect number of Warrant Shares that may be acquired by the Holder upon any exercise of this Warrant, and the Holder Warrant (or otherwise in respect hereof) shall not have the right to exercise any portion of this Warrant be limited to the extent that after giving effect necessary to ensure that, following such issuance after exercise as set forth on the applicable notice of exercise(or other issuance), the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the total number of shares of Common Stock then beneficially owned by the such Holder and its affiliates shall include (as defined under Rule 144, “Affiliates”) and any other persons whose beneficial ownership of Common Stock would be aggregated with the Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.999% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliatesexercise). Except as set forth in the preceding sentence, for purposes of this Section 6(b)For such purposes, beneficial ownership shall be calculated determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To This provision shall not restrict the extent number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the limitation contained event of a Fundamental Transaction as contemplated in Section 9 of this Warrant. By written notice to the Company, the Holder may waive the provisions of this Section 6(b4(b) appliesbut any such waiver will not be effective until the 61st day after delivery of such notice, nor will any such waiver effect any other Holder. Notwithstanding anything to the contrary contained herein, the determination number of whether this Warrant is exercisable (in relation to other securities owned Shares that may be acquired by the Holder together with upon any affiliates) and of which portion exercise of this Warrant is exercisable (or otherwise in respect hereof) shall be in limited to the sole discretion extent necessary to insure that, following such exercise (or other issuance), the total number of the Holder, shares of Common Stock then beneficially owned by such Holder and the submission its Affiliates and any other persons whose beneficial ownership of a notice of exercise shall Common Stock would be deemed to be aggregated with the Holder’s determination for purposes of whether this Warrant is exercisable Section 13(d) of the Exchange Act, does not exceed 9.999% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise). For such purposes, beneficial ownership shall be determined in relation accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. This provision shall not restrict the number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other securities owned by consideration that such Holder may receive in the Holder together with any affiliates) and event of which portion a Fundamental Transaction as contemplated in Section 9 of this Warrant isWarrant. This restriction may not be waived.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder in whole at any time and in part from time to time on or after from the date hereof to Original Issue Date through and including the Expiration Date. At 6:30 p.m., New York City time, on On the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the affected Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b))contrary contained herein, the Company shall not effect number of Warrant Shares that may be acquired by the Holder upon any exercise of this Warrant, and the Holder Warrant (or otherwise in respect hereof) shall not have the right to exercise any portion of this Warrant be limited to the extent that after giving effect necessary to insure that, following such issuance after exercise as set forth on the applicable notice of exercise(or other issuance), the Holder (together with the Holder’s affiliates, and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of 19.99% of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the total number of shares of Common Stock then beneficially owned by the such Holder and its affiliates shall include (as defined under Rule 144, “Affiliates”) and any other persons whose beneficial ownership of Common Stock would be aggregated with the Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.999% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliatesexercise). Except as set forth in the preceding sentence, for purposes of this Section 6(b)For such purposes, beneficial ownership shall be calculated determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To This provision shall not restrict the extent number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the limitation contained event of a Fundamental Transaction as contemplated in Section 10 of this Warrant. By written notice to the Company, the Holder may waive the provisions of this Section 6(b5(b) appliesbut any such waiver will not be effective until the 61st day after delivery of such notice, nor will any such waiver effect any other Holder. Notwithstanding anything to the contrary contained herein, the determination number of whether this Warrant is exercisable (in relation to other securities owned Shares that may be acquired by the Holder together with upon any affiliates) and of which portion exercise of this Warrant is exercisable (or otherwise in respect hereof) shall be in limited to the sole discretion extent necessary to insure that, following such exercise (or other issuance), the total number of the Holder, shares of Common Stock then beneficially owned by such Holder and the submission its Affiliates and any other persons whose beneficial ownership of a notice of exercise shall Common Stock would be deemed to be aggregated with the Holder’s determination for purposes of whether this Warrant is exercisable Section 13(d) of the Exchange Act, does not exceed 9.999% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise). For such purposes, beneficial ownership shall be determined in relation accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. This provision shall not restrict the number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other securities owned by consideration that such Holder may receive in the Holder together with any affiliates) and event of which portion a Fundamental Transaction as contemplated in Section 10 of this Warrant isWarrant. This restriction may not be waived.

Exercise and Duration of Warrants. (a) This Warrant shall be exercisable by the registered Holder at any time and from time to time on or after the date that is six months after the date hereof to and including the Expiration Date. At 6:30 p.m., New York City time, on the Expiration Date, the portion of this Warrant not exercised prior thereto shall be and become void and of no value. The Company may not call or redeem all or any portion of this Warrant without the prior written consent of the Holder. (b) [Notwithstanding anything contained herein to the contrary, prior to any Requisite Stockholder Approval authorizing any action otherwise (including the elimination of restrictions imposed by this Section 6(b)), the Company shall not effect any exercise of this Warrant, and the Holder shall not have the right to exercise any portion of this Warrant Warrant, to the extent that that, after giving effect to such issuance after exercise as set forth on the applicable notice of exercise, the Holder (together with the Holder’s affiliates, affiliates and any other persons acting as a group together with the Holder or any of the Holder’s affiliates), would beneficially own in excess of [9.99%] [19.99% %] of the outstanding shares of Common Stock. For purposes of the foregoing sentence, the number of shares of Common Stock beneficially owned by the Holder and its affiliates shall include the number of shares of Common Stock issuable upon exercise of this Warrant with respect to which such determination is being made, but shall exclude the number of shares of Common Stock which that would be issuable upon (i) exercise of the remaining, nonexercised portion of this Warrant beneficially owned by the Holder or any of its affiliates and (ii) exercise or conversion of the unexercised or nonconverted portion of any other securities of the Company (including, without limitation, any other securities of the Company or its subsidiaries which that would entitle the holder thereof to acquire at any time shares of Common Stock) subject to a limitation on conversion or exercise analogous to the limitation contained herein beneficially owned by the Holder or any of its affiliates. Except as set forth in the preceding sentence, for purposes of this Section 6(b), beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder. In addition, for purposes of this Section 6(b), “group” has the meaning set forth in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. To the extent that the limitation contained in this Section 6(b) applies, the determination of whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant is exercisable shall be in the sole discretion of the Holder, and the submission of a notice of exercise an Exercise Notice (as defined below) shall be deemed to be the Holder’s determination of representation and warranty to the Company as to whether this Warrant is exercisable (in relation to other securities owned by the Holder together with any affiliates) and of which portion of this Warrant isis exercisable, in accordance with the first sentence of this Section 6(b). For purposes of this Section 6(b), in determining the number of outstanding shares of Common Stock, the Holder may rely on the number of outstanding shares of Common Stock as reflected in (i) the Company’s most recent Form 10-K, Form 10-Q, Current Report on Form 8-K or other public filing with the Commission, as the case may be, (ii) a more recent public announcement by the Company or (iii) a more recent notice by the Company or the Company’s transfer agent to the Holder setting forth the number of shares of Common Stock then outstanding. Upon the request of the Holder, the Company shall promptly, and in any event within one trading day of such request, confirm to the Holder the number shares of Common Stock then outstanding.]2 2 Section 6(b) to be included for certain Holders.