Common use of Limitations on Exercises Clause in Contracts

Limitations on Exercises. In no event shall the Holder be permitted to exercise this Warrant, or part thereof, if, upon such exercise, the number of shares of Common Stock beneficially owned by the Holder (other than shares which would otherwise be deemed beneficially owned except for being subject to a limitation on exercise or exercise analogous to the limitation contained in this Section 2(e), would exceed 4.99% of the number of shares of Common Stock then issued and outstanding. As used herein, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act. To the extent that the limitation contained in this Section 2(e) applies, the submission of an Exercise Notice by the Holder shall be deemed to be the Holder’s representation that this Warrant is exercisable pursuant to the terms hereof and the Company shall be entitled to rely on such representation without making any further inquiry as to whether this Section 2(e) applies. Nothing contained herein shall be deemed to restrict the right of a Holder to exercise this Warrant, or part thereof, at such time as such exercise will not violate the provisions of this Section 2(e). This Section 2(e) may not be amended unless such amendment is agreed to in writing by the Holder and approved by the holders of a majority of the Common Stock then outstanding; provided, however, that the Holder shall have the right to waive the provisions of this Section 2(e) upon prior written notice to the Company following the announcement of an Organic Change (as defined below), or otherwise upon sixty (60) days’ prior written notice to the Company. Notwithstanding the foregoing, this Section 2(e) shall not apply to any Holder that has checked the box on the signature page to this Warrant providing that this provision shall not be applicable to the Holder.

Limitations on Exercises. In no event shall Notwithstanding anything to the Holder be permitted to exercise contrary contained in this Warrant, this Warrant shall not be exercisable by the Holder hereof to the extent (but only to the extent) that the Holder or part thereof, if, upon such exerciseany of its affiliates would beneficially own in excess of 4.99% (the “Maximum Percentage”) of the Common Stock. To the extent the above limitation applies, the number determination of shares of Common Stock beneficially whether this Warrant shall be exercisable (vis-à-vis other convertible, exercisable or exchangeable securities owned by the Holder or any of its affiliates) and of which such securities shall be exercisable (other than shares which would otherwise be deemed beneficially as among all such securities owned except for being by the Holder) shall, subject to a limitation such Maximum Percentage limitation, be determined on the basis of the first submission to the Company for conversion, exercise or exchange (as the case may be). No prior inability to exercise analogous this Warrant pursuant to this paragraph shall have any effect on the limitation contained in this Section 2(e), would exceed 4.99% applicability of the number provisions of shares this paragraph with respect to any subsequent determination of Common Stock then issued and outstandingexercisability. As used hereinFor the purposes of this paragraph, beneficial ownership and all determinations and calculations (including, without limitation, with respect to calculations of percentage ownership) shall be determined in accordance with Section 13(d) of the Exchange Act1934 Act (as defined in the Securities Purchase Agreement) and the rules and regulations promulgated thereunder. To The provisions of this paragraph shall be implemented in a manner otherwise than in strict conformity with the extent that terms of this paragraph to correct this paragraph (or any portion hereof) which may be defective or inconsistent with the intended Maximum Percentage beneficial ownership limitation herein contained or to make changes or supplements necessary or desirable to properly give effect to such Maximum Percentage limitation. The limitations contained in this Section 2(e) applies, the submission paragraph shall apply to a successor Holder of an Exercise Notice by the Holder this Warrant. The holders of Common Stock shall be deemed to be the Holder’s representation that third party beneficiaries of this Warrant is exercisable pursuant to the terms hereof paragraph and the Company shall be entitled to rely on such representation without making any further inquiry as to whether this Section 2(e) applies. Nothing contained herein shall be deemed to restrict the right of a Holder to exercise this Warrant, or part thereof, at such time as such exercise will not violate the provisions of this Section 2(e). This Section 2(e) may not be amended unless such amendment is agreed to in writing by waive this paragraph without the Holder and approved by the consent of holders of a majority of its Common Stock. For any reason at any time, upon the written or oral request of the Holder, the Company shall within one (1) Business Day confirm orally and in writing to the Holder the number of shares of Common Stock then outstanding; provided, howeverincluding by virtue of any prior conversion or exercise of convertible or exercisable securities into Common Stock, that the Holder shall have the right including, without limitation, pursuant to waive the provisions of this Section 2(e) upon prior written notice Warrant or securities issued pursuant to the Company following the announcement of an Organic Change (as defined below), or otherwise upon sixty (60) days’ prior Equipment Lease Notes. By written notice to the Company. Notwithstanding , any Holder may increase or decrease the foregoing, this Section 2(e) shall not apply Maximum Percentage to any Holder other percentage not in excess of 9.99% specified in such notice; provided that has checked the box on the signature page to this Warrant providing that this provision shall (i) any such increase will not be applicable effective until the 61st day after such notice is delivered to the HolderCompany, and (ii) any such increase or decrease will apply only to the Holder sending such notice and not to any other holder of the Warrants.

Limitations on Exercises. In no event shall (i) Notwithstanding anything to the Holder be permitted to exercise contrary contained in this Warrant, this Warrant shall not be exercisable by the Holder hereof to the extent (but only to the extent) that the Holder or part thereof, if, upon such exerciseany of its affiliates would beneficially own in excess of 9.98% (the “Maximum Percentage”) of the Common Stock. To the extent the above limitation applies, the number determination of shares of Common Stock beneficially whether this Warrant shall be exercisable (vis-à-vis other convertible, exercisable or exchangeable securities owned by the Holder or any of its affiliates) and of which such securities shall be exercisable (other than shares which would otherwise be deemed beneficially as among all such securities owned except for being by the Holder) shall, subject to a limitation such Maximum Percentage limitation, be determined on the basis of the first submission to the Company for conversion, exercise or exchange (as the case may be). No prior inability to exercise analogous this Warrant pursuant to this paragraph shall have any effect on the limitation contained in this Section 2(e), would exceed 4.99% applicability of the number provisions of shares this paragraph with respect to any subsequent determination of Common Stock then issued and outstandingexercisability. As used hereinFor the purposes of this paragraph, beneficial ownership and all determinations and calculations (including, without limitation, with respect to calculations of percentage ownership) shall be determined in accordance with Section 13(d) of the Exchange Act. To the extent that the limitation The limitations contained in this Section 2(e) appliesparagraph shall apply to a successor Holder of this Warrant. For any reason at any time, upon the submission written or oral request of an Exercise Notice by the Holder shall be deemed to be the Holder’s representation that this Warrant is exercisable pursuant to the terms hereof and , the Company shall be entitled within one (1) Business Day confirm orally and in writing to rely on such representation without making the Holder the number of shares of Common Stock then outstanding, including by virtue of any further inquiry as to whether prior conversion or exercise of convertible or exercisable securities into Common Stock. The provisions of this Section 2(e2(h)(i) applies. Nothing contained herein shall may be deemed to restrict the right of a Holder to exercise this Warrant, or part thereofwaived by such Holder, at the election of such time as such exercise will Holder, upon not violate less than 61 days’ prior notice to the Company, and the provisions of this Section 2(e2(h)(i) shall continue to apply until such 61st day (or such later date, as determined by such Holder, as may be specified in such notice of waiver). This Section 2(e. (ii) may not Notwithstanding anything else set forth herein, in no event shall this Warrant be amended unless such amendment is agreed to in writing exercisable by the Holder and to the extent that the Holder or any of its affiliates would beneficially own in excess of 19.99% of the number of shares of the Company’s Common Stock outstanding as of the Issue Date unless any issuances in excess of the foregoing limitation are approved by the holders of a majority of the Common Stock then outstanding; provided, however, that the Holder shall have the right to waive the provisions of this Section 2(e) upon prior written notice to the Company following the announcement of an Organic Change (as defined below), or otherwise upon sixty (60) days’ prior written notice to the Company. Notwithstanding the foregoing, this Section 2(e) shall not apply to any Holder that has checked the box on the signature page to this Warrant providing that this provision shall not be applicable to the Holder’s common stockholders.

Limitations on Exercises. In no event Notwithstanding anything to the contrary contained in this Note, this Note shall not be convertible by the Holder be permitted to exercise hereof, and the Company shall not effect any conversion of this Warrant, Note or part thereof, if, upon such exercise, the number of otherwise issue any shares of Common Stock pursuant hereto, to the extent (but only to the extent) that after giving effect to such conversion or other share issuance hereunder the Holder (together with its Affiliates) would beneficially own in excess of 4.99% (the “Maximum Percentage”) of the Common Stock. To the extent the above limitation applies, the determination of whether this Note shall be convertible (vis-à-vis other convertible, exercisable or exchangeable securities beneficially owned by the Holder or any of its affiliates) and of which such securities shall be convertible, exercisable or exchangeable (other than shares which would otherwise be deemed as the case may be, as among all such securities beneficially owned except for being by the Holder or any of its Affiliates) shall, subject to a limitation such Maximum Percentage limitation, be determined on the basis of the first submission to the Company for conversion, exercise or exercise analogous exchange (as the case may be). No prior inability to convert this Note (or issue the limitation contained in this Section 2(e), would exceed 4.99% of the number of related shares of Common Stock then issued and outstandingStock) pursuant to this paragraph shall have any effect on the applicability of the provisions of this paragraph with respect to any subsequent determination of convertibility. As used hereinFor purposes of this paragraph, beneficial ownership and all determinations and calculations (including, without limitation, with respect to calculations of percentage ownership) shall be determined in accordance with Section 13(d) of the Exchange Act1934 Act (as defined in the Securities Purchase Agreement) and the rules and regulations promulgated thereunder. To The provisions of this paragraph shall be implemented in a manner otherwise than in strict conformity with the extent that terms of this paragraph to correct this paragraph (or any portion hereof) which may be defective or inconsistent with the intended Maximum Percentage beneficial ownership limitation herein contained or to make changes or supplements necessary or desirable to properly give effect to such Maximum Percentage limitation. The limitations contained in this Section 2(e) applies, the submission paragraph shall apply to a successor Holder of an Exercise Notice by the Holder this Note. The holders of Common Stock shall be deemed to be the Holder’s representation that third party beneficiaries of this Warrant is exercisable pursuant to the terms hereof paragraph and the Company shall be entitled to rely on such representation without making any further inquiry as to whether this Section 2(e) applies. Nothing contained herein shall be deemed to restrict the right of a Holder to exercise this Warrant, or part thereof, at such time as such exercise will not violate the provisions of this Section 2(e). This Section 2(e) may not be amended unless such amendment is agreed to in writing by waive this paragraph without the Holder and approved by the consent of holders of a majority of its Common Stock. For any reason at any time, upon the written or oral request of the Holder, the Company shall within one (1) Business Day confirm orally and in writing to the Holder the number of shares of Common Stock then outstanding; provided, howeverincluding by virtue of any prior conversion or exercise of convertible or exercisable securities into Common Stock, that the Holder shall have the right including, without limitation, pursuant to waive the provisions of this Section 2(e) upon prior written notice Note or securities issued pursuant to the Company following the announcement of an Organic Change (as defined below), or otherwise upon sixty (60) days’ prior Securities Purchase Agreement. By written notice to the Company. Notwithstanding , any Holder may increase or decrease the foregoing, this Section 2(e) shall not apply Maximum Percentage to any Holder other percentage not in excess of 9.99% specified in such notice; provided that has checked the box on the signature page to this Warrant providing that this provision shall (i) any such increase will not be applicable effective until the 61st day after such notice is delivered to the HolderCompany, and (ii) any such increase or decrease will apply only to the Holder sending such notice and not to any other holder of Notes.

Limitations on Exercises. In no event shall Notwithstanding anything to the Holder be permitted to exercise contrary contained in this Warrant, or part thereof, if, upon this Warrant shall not be exercisable by the Holder hereof to the extent (but only to the extent) that after giving effect to such exerciseexercise the Holder (together with any of its affiliates) would beneficially own in excess of 4.99% (the “Maximum Percentage”) of the Common Stock. To the extent the above limitation applies, the number determination of shares of Common Stock beneficially whether this Warrant shall be exercisable (vis-à-vis other convertible, exercisable or exchangeable securities owned by the Holder or any of its affiliates) and of which such securities shall be convertible, exercisable or exchangeable (other than shares which would otherwise be deemed beneficially as the case may be, as among all such securities owned except for being by the Holder) shall, subject to a limitation such Maximum Percentage limitation, be determined on the basis of the first submission to the Company for conversion, exercise or exchange (as the case may be). The Holder’s submission of an Exercise Notice shall be conclusive of such Holder’s determination, and the Company shall be under no duty of inquiry with respect thereto. No prior inability to exercise analogous this Warrant pursuant to this paragraph shall have any effect on the limitation contained in this Section 2(e), would exceed 4.99% applicability of the number provisions of shares this paragraph with respect to any subsequent determination of Common Stock then issued and outstandingexercisability. As used hereinFor the purposes of this paragraph, beneficial ownership and all determinations and calculations (including, without limitation, with respect to calculations of percentage ownership) shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”). To The provisions of this paragraph shall be implemented in a manner otherwise than in strict conformity with the extent that terms of this paragraph to correct this paragraph (or any portion hereof) which may be defective or inconsistent with the intended Maximum Percentage beneficial ownership limitation herein contained or to make changes or supplements necessary or desirable to properly give effect to such Maximum Percentage limitation. The limitations contained in this Section 2(e) applies, the submission paragraph shall apply to a successor Holder of an Exercise Notice by the Holder this Warrant. The holders of Common Stock shall be deemed to be the Holder’s representation that third party beneficiaries of this Warrant is exercisable pursuant to the terms hereof paragraph and the Company shall be entitled to rely on such representation without making any further inquiry as to whether this Section 2(e) applies. Nothing contained herein shall be deemed to restrict the right of a Holder to exercise this Warrant, or part thereof, at such time as such exercise will not violate the provisions of this Section 2(e). This Section 2(e) may not be amended unless such amendment is agreed to in writing by waive this paragraph without the Holder and approved by the consent of holders of a majority of its Common Stock. For any reason at any time, upon the written or oral request of the Holder, the Company shall within one (1) Business Day confirm orally and in writing to the Holder the number of shares of Common Stock then outstanding; provided, howeverincluding by virtue of any prior conversion or exercise of convertible or exercisable securities into Common Stock, that the Holder shall have the right including, without limitation, pursuant to waive the provisions of this Section 2(e) upon prior written notice Warrant or securities issued pursuant to the Company following the announcement of an Organic Change (as defined below), or otherwise upon sixty (60) days’ prior Underwriting Agreement. By written notice to the Company. Notwithstanding , any Holder may increase or decrease the foregoing, this Section 2(e) shall not apply Maximum Percentage to any Holder other percentage not in excess of 9.99% or below 4.99% specified in such notice; provided that has checked the box on the signature page to this Warrant providing that this provision shall (i) any such increase will not be applicable effective until the 61st day after such notice is delivered to the HolderCompany, and (ii) any such increase or decrease will apply only to the Holder sending such notice and not to any other holder of Warrants.