Common use of Exercise of Warrants Clause in Contracts

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All The Warrants evidenced hereby may be exercised at any time after November 1, 2002 through the Expiration Date by the registered holder hereof, in whole or any part in part, by the surrender of this Warrant shall be exercisable Certificate, duly endorsed (unless endorsement is waived by the registered Holder in any manner permitted by this Warrant (including Section 11) Company), at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to principal office of the Company (ior at such other office or agency of the Company as it may designate by notice in writing to the registered holder hereof at such holder's last address appearing on the books of the Company) along with the duly completed Exercise Form attached hereto as Exhibit A and, other than in the case of an exercise noticedesignated to be a "Cashless Net Exercise" pursuant to Section 2 below, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) upon payment of the aggregate Exercise Price (as defined below) of the Common Shares purchased; provided, that in the event of a Change of Control, the Warrants evidenced hereby shall become immediately exercisable. The certificate(s) for such Common Shares shall be delivered to the registered holder hereof within a reasonable time, after Warrants evidenced hereby shall have been so exercised and a new Warrant Certificate evidencing the number of Warrant Warrants, if any, remaining unexercised shall also be issued to the registered holder within such time unless such Warrants have expired. No fractional Common Shares as of the Company, or scrips for any such fractional shares, shall be issued upon the exercise of any Warrants; but the holder hereof shall be entitled to which this Warrant is being exercised (which may take cash equal to such fraction multiplied by the form then fair market value of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (Common Share as determined in accordance with good faith by the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery Board of Directors of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if anyCompany. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Initial Exercise Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within two (2) Trading Days of receipt of such notice. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until the Warrant has been exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) . The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this sectionparagraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) . The Holder and any assignee, by acceptance aggregate exercise price of this Warrant, acknowledge except for the Exercise Price, was pre-funded to the Company on or before the Original Issue Date, and agree that, consequently no additional consideration (other than the Exercise Price) shall be required to be paid by reason of the provisions Holder to effect any exercise of this sectionWarrant. The Holder shall not be entitled to the return or refund of all, following the purchase or any portion, of a portion of the Warrant Shares hereunder, the number of Warrant Shares available such pre-funded exercise price under any circumstance or for purchase hereunder at any given time may be less than the amount stated on the face hereofreason whatsoever.

Exercise of Warrants. (a) All The Warrants evidenced hereby may be exercised at any time through the Expiration Date by the registered holder hereof, in whole or any part in part, by the surrender of this Warrant shall be exercisable Certificate, duly endorsed (unless endorsement is waived by the registered Holder in any manner permitted by this Warrant (including Section 11) Company), at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to principal office of the Company (ior at such other office or agency of the Company as it may designate by notice in writing to the registered holder hereof at such holder's last address appearing on the books of the Company) along with the duly completed Exercise Form attached hereto as Exhibit A and, other than in the case of an exercise noticedesignated to be a "Cashless Net Exercise" pursuant to Section 2 below, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) upon payment of the aggregate Exercise Price (as defined below) of the Common Shares purchased. The certificate(s) for such Common Shares shall be delivered to the registered holder hereof within a reasonable time, after Warrants evidenced hereby shall have been so exercised and a new Warrant Certificate evidencing the number of Warrant Warrants, if any, remaining unexercised shall also be issued to the registered holder within such time unless such Warrants have expired. No fractional Common Shares as of the Company, or scrips for any such fractional shares, shall be issued upon the exercise of any Warrants; but the holder hereof shall be entitled to which this Warrant is being exercised (which may take cash equal to such fraction multiplied by the form then fair market value of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (Common Share as determined in accordance with good faith by the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery Board of Directors of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if anyCompany. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Initial Exercise Date, and such rights shall not expire until exercised in fullexpire. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Company shall not require an ink-original Notice of Exercise, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise be required by the Company. The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in fullexpire. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto 2 (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Remaining Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Warrant Exercisability Date and on or before the Expiration Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto 2 (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised if this Warrant is being exercised for Warrant Shares (which which, if permitted under Section 10 below, may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 belowNotice), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date and on or before the Termination Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. . The delivery by (cor on behalf of) The the Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following Exercise Notice and the purchase of a portion applicable Exercise Price as provided above shall constitute the Holder’s certification to the Company that its representations contained in Sections 4.1 and 4.3 through 4.14 of the Warrant Shares hereunderPurchase Agreement are true and correct as of the Exercise Date as if remade in their entirety (or, in the number case of Warrant Shares available for purchase hereunder at any given time may be less than transferee Holder that is not a party to the amount stated on Purchase Agreement, such transferee Holder’s certification to the face hereofCompany that such representations are true and correct as to such transferee Holder as of the Exercise Date).

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by Holder for Shares subject to the Warrants shall be $10.00, subject to adjustment as set forth in Section 11 of this Agreement (the “Exercise Price”). Holder may exercise the Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time to time on or after the Original Issue Date, and such rights shall not expire Date until exercised in full. (b) The Holder may exercise this Warrant the Expiration Time by delivering to the Secretary of the Company (i) an the Warrant Certificate; (ii) a written notice to the Company specifying the number of Shares with respect to which Warrants are being exercised; and (iii) a check for the full amount of the aggregate Exercise Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to the exercise noticeof any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, in the form attached as Schedule 1 hereto amended (the “Exercise NoticeAct”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered with respect to the Company (as determined in accordance Shares is effective, subject to the Company’s satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by a Holder for Shares subject to the Warrants shall be $11.50, subject to adjustment as set forth in Section 11 of this Agreement (the “Exercise Price”). A Holder may exercise Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Expiration Time by delivering to the secretary of the Company (i) an the Warrant Certificate; (ii) a written notice to the Company specifying the number of Shares with respect to which Warrants are being exercised; and (iii) a check for the full amount of the aggregate Exercise Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to the exercise noticeof any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, in the form attached as Schedule 1 hereto amended (the “Exercise NoticeAct”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered with respect to the Company (as determined in accordance Shares is effective, subject to the Company’s satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Initial Exercise Date and on or before the Termination Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below)exercised, and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. The delivery by (or on behalf of) the Holder of the Exercise Notice and the applicable Exercise Price as provided above shall constitute the Holder’s certification to the Company that, in the case of an exercise for cash, its representations contained in Sections 4.1 and 4.3 through 4.14 of the Purchase Agreement are true and correct as of the Exercise Date as if remade in their entirety (or, in the case of any transferee Holder that is not a party to the Purchase Agreement, its representations contained in Sections 4.1, 4.3 and 4.14 of the Purchase Agreement, such transferee Holder’s certification to the Company that such representations are true and correct as to such transferee Holder as of the Exercise Date). The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within two (2) Trading Days of receipt of such notice. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by a Holder for Shares subject to the Warrants shall be $12.50, subject to adjustment as set forth in Section 11 of this Agreement (the "Exercise Price"). A Holder may exercise Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Expiration Time by delivering to the secretary of the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and Warrant Certificate; (ii) payment of a written notice to the Exercise Price for Company specifying the number of Warrant Shares as with respect to which this Warrant is Warrants are being exercised exercised; and (which may take iii) a check for the form full amount of a “cashless exercise” if so indicated in the aggregate Exercise Notice Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to Section 10 below)the exercise of any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, and as amended (the date on which the last of such items is delivered "Act") with respect to the Company (as determined in accordance Shares is effective, subject to the Company's satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in fullexpire. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date and on or before the Expiration Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by a Holder for Shares subject to the Warrants shall be $10.00, subject to adjustment as set forth in Section 11 of this Agreement (the "Exercise Price"). A Holder may exercise the Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Expiration Time by delivering to the Secretary of the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and Warrant Certificate; (ii) payment of a written notice to the Exercise Price for Company specifying the number of Warrant Shares as with respect to which this Warrant is Warrants are being exercised exercised; and (which may take iii) a check for the form full amount of a “cashless exercise” if so indicated in the aggregate Exercise Notice Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to Section 10 below)the exercise of any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, and as amended (the date on which the last of such items is delivered "Act") with respect to the Company (as determined in accordance Shares is effective, subject to the Company's satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part Subject to subsection (b) of this Section 1, upon presentation and surrender of this Warrant shall be exercisable Agreement, with the attached Purchase Form duly executed, at the principal office of the Company, or at such other place as the Company may designate by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering notice to the Holder hereof, together with a certified or bank cashier’s check payable to the order of the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment amount of the Exercise Price for times the number of Shares being purchased (or in the case of exercise pursuant to Section 1(c)(i) or (ii), as set forth in such sections), the Company shall deliver to the Holder hereof, as promptly as practicable and in any event within 10 days, certificates representing the Shares being purchased. This Warrant may be exercised in whole or in part; and, in case of exercise hereof in part only, the Company, upon surrender hereof, will deliver to the Holder a new Warrant Agreement or Warrant Agreements of like tenor entitling the Holder to purchase the number of Shares as to which this Warrant has not been exercised. (b) This Warrant may be exercised at a price of $0.01 per share (the “Exercise Price”) which is being exercised (which may take not subject to adjustment. The Warrant shall expire upon the form repayment of a “cashless exercise” if so indicated in the Exercise Notice all amounts due pursuant to Section 10 below)the Loan, and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if anyincluding accrued interest. (c) The Holder and any assignee, by acceptance Exercise Price shall be payable at the time of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time exercise. The Exercise Price may be less than the amount stated on the face hereofpaid in cash (by cashiers’ check or wire transfer).

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise noticea notice of exercise, in the form attached as Schedule 1 hereto (the “Exercise NoticeNotice of Exercise”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Notice of Exercise Notice pursuant to Section 10 below), and the . The date on which the last such Notice of such items Exercise is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Notice of Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) . The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this sectionparagraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in fullexpire. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The aggregate exercise price of this Warrant, except for the Exercise Price, was pre-funded to the Company on or before the Original Issue Date, and consequently no additional consideration (other than the Exercise Price) shall be required to be paid by the Holder to effect any exercise of this Warrant. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by Holder for Shares subject to the Warrants shall be $10.00, subject to adjustment as set forth in Section 11 of this Agreement (the "Exercise Price"). Holder may exercise the Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Expiration Time by delivering to the Secretary of the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and Warrant Certificate; (ii) payment of a written notice to the Exercise Price for Company specifying the number of Warrant Shares as with respect to which this Warrant is Warrants are being exercised exercised; and (which may take iii) a check for the form full amount of a “cashless exercise” if so indicated in the aggregate Exercise Notice Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to Section 10 below)the exercise of any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, and as amended (the date on which the last of such items is delivered "Act") with respect to the Company (as determined in accordance Shares is effective, subject to the Company's satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All Each Warrant granted above may be exercised in whole or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) part, at any time and from time time, after satisfaction of the conditions set forth above but prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this fifth anniversary of the Vesting Date of the respective Warrant by delivering presentation and surrender of such Warrant to the Company at its principal office (i) an exercise noticewhich on the date hereof is 30-60 Whitestone Expressway, in the form attached as Schedule 1 hereto (the “Exercise Notice”Flushing, New York 11354), completed with the Warrant Exercise Form attached hereto duly executed and duly signedaccompanied by payment (either in cash or by certified or official bank check or checks, and (iipayable to the order of the Company) payment of the Exercise Price for the number of shares specified in such form. If these Warrants are exercised in part only, the Company shall, upon surrender of these Warrants for cancellation, execute and deliver new Warrants evidencing the rights of the Holder thereof to purchase the balance of Warrant Shares as to which this Warrant is being exercised (which may take Stock purchasable hereunder. Upon receipt by the form Company of a “cashless exercise” if so indicated in these Warrants, together with the Exercise Notice pursuant Price, at its office, or by the Company's stock transfer agent at its office, in proper form for exercise, the Holder shall be deemed to Section 10 below)be the holder of record of the Warrant Stock issuable upon such exercise, and notwithstanding that the date on which transfer books of the last of Company shall then be closed or that certificates representing such items is Warrant Stock shall not then be actually delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise DateHolder.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in fullexpire. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. No wet ink original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part The purchase price per Share to be paid by a Holder for Shares subject to the Warrants shall be $10.00, subject to adjustment as set forth in Section 11 of this Agreement (the “Exercise Price”). A Holder may exercise the Warrants evidenced by a Warrant shall be exercisable by the registered Holder Certificate in any manner permitted by this Warrant (including Section 11) whole or in part at any time and from time prior to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Expiration Time by delivering to the Secretary of the Company (i) an the Warrant Certificate; (ii) a written notice to the Company specifying the number of Shares with respect to which Warrants are being exercised; and (iii) a check for the full amount of the aggregate Exercise Price of the Shares being acquired. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Shares pursuant to the exercise noticeof any of the Warrants and shall have no obligation to settle such Warrants exercise unless a registration statement under the Securities Act of 1933, in the form attached as Schedule 1 hereto amended (the “Exercise NoticeAct”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered with respect to the Company (as determined in accordance Shares is effective, subject to the Company’s satisfying its obligations under Section 14 to use its best efforts. In the event that a registration statement with respect to the notice provisions hereof) Shares underlying the Warrants is an “Exercise Date.” The not effective under the Act, the Holder shall not be entitled to exercise the Warrants and the Warrants may have no value and expire worthless. In no event will the Company be required to deliver net cash settle the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant SharesWarrants. Warrants may not be exercised by, if anyor securities issued to, any Holder in any state in which such exercise would be unlawful. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date and on or before the Termination Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within two (2) Trading Days of receipt of such notice. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The No ink-original Exercise Notice shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Notice be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this sectionSection 4, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Initial Exercise Date and on or before the Termination Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11) at any time and from time to time on or after the Original Issue Initial Exercise Date, and such rights shall not expire until exercised in fullexpire. (ba) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto 2 (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. (cb) The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Exercise of Warrants. (a) All or any part of this Warrant shall be exercisable by the registered Holder in any manner permitted by this Warrant (including Section 11‎11) at any time and from time to time on or after the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant by delivering to the Company (i) an exercise notice, in the form attached as Schedule 1 hereto (the “Exercise Notice”), completed and duly signed, and (ii) payment of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 ‎10 below), and the date on which the last of such items is delivered to the Company (as determined in accordance with the notice provisions hereof) is an “Exercise Date.” The Holder shall not be required to deliver the original Warrant in order to effect an exercise hereunder. Execution and delivery of the Exercise Notice shall have the same effect as cancellation of the original Warrant and issuance of a New Warrant evidencing the right to purchase the remaining number of Warrant Shares, if any. . The delivery by (cor on behalf of) The the Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following Exercise Notice and the purchase of a portion applicable Exercise Price as provided above shall constitute the Holder’s certification to the Company that its representations contained in Sections [4.1] and [4.3] through [4.14] of the Warrant Shares hereunderPurchase Agreement are true and correct as of the Exercise Date as if remade in their entirety (or, in the number case of Warrant Shares available for purchase hereunder at any given time may be less than transferee Holder that is not a party to the amount stated on Purchase Agreement, such transferee Holder’s certification to the face hereofCompany that such representations are true and correct as to such transferee Holder as of the Exercise Date).

Exercise of Warrants. (a) All or any part Exercise of this Warrant shall be exercisable by the registered Holder in any manner permitted purchase rights represented by this Warrant (including Section 11) may be made, in whole or in part, at any time and from time to time or times on or after before the Original Issue Date, and such rights shall not expire until exercised in full. (b) The Holder may exercise this Warrant Termination Date by delivering to the Company (i) an a duly executed original or facsimile copy of the Notice of Exercise form annexed hereto. The Holder shall have the rights of a stockholder only with respect to Shares fully paid for by the Holder under this Warrant. On the exercise notice, of all or any portion of this Warrant in the form attached as Schedule 1 hereto (manner provided herein, the “Exercise Notice”), completed and duly signed, and (ii) payment Holder exercising the same shall be deemed to have become a Holder of record of the Exercise Price for the number of Warrant Shares as to which this Warrant is being exercised (which may take the form of a “cashless exercise” if so indicated in the Exercise Notice pursuant to Section 10 below)for all purposes, and certificates for the date on which the last of such items is securities so purchased shall be delivered to the Company (Holder within a reasonable time, but in no event longer than 10 days after this Warrant shall have been exercised as determined in accordance with set forth above. Notwithstanding anything herein to the notice provisions hereof) is an “Exercise Date.” The contrary, the Holder shall not be required to deliver physically surrender this Warrant to the original Warrant in order to effect an exercise hereunder. Execution and delivery Company until the Holder has purchased all of the Exercise Notice Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall have surrender this Warrant to the same effect as Company for cancellation within 10 days of the original Warrant and issuance date the final Notice of a New Warrant evidencing Exercise is delivered to the right to purchase the remaining number of Warrant Shares, if any. (c) The Holder and any assignee, by acceptance Company. Partial exercises of this Warrant, acknowledge and agree that, by reason of the provisions of this section, following the purchase Warrant resulting in purchases of a portion of the Warrant Shares hereunder, the total number of Warrant Shares available for purchase hereunder at any given time may be less than shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount stated on equal to the face hereofapplicable number of Shares purchased.