Common use of Payment of the Aggregate Exercise Price Clause in Contracts

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed in the Exercise Certificate, by any of the following methods: (i) by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise Price; or (iii) any combination of the foregoing. In the event of any withholding of Warrant Shares pursuant to Section 3(b)(ii) or (iii) (solely to the extent of such withholding, a “Cashless Exercise”) where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by the Company shall be rounded up to the nearest whole share and the Company shall make a cash payment to the Holder (by wire transfer of immediately available funds) in an amount calculated as provided pursuant to Section 3(e) below. To the extent permitted by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (i) the Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation or warranty regarding the commencement of the holding period of any Warrant Share.

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed in the Exercise CertificateNotice, by any of the following methods: (i) by delivery to the Company of a certified or official bank check payable to the order of the Company or by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; ; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate such that, without payment of any cash consideration or other immediately available funds, the Holder shall surrender this Warrant in exchange for the number of Warrant Shares as is computed using the following formula (a “Cashless Exercise”): X = [Y * (A - B)] ÷ A Where: X = the number of Warrant Shares to be issued to the Holder; Y = the total number of Warrant Shares for which the Holder has elected to exercise this Warrant pursuant to Section 3(a); A = the Fair Market Value of one Warrant Share as of the applicable Exercise Date equal to such Aggregate Date; and B = the Exercise PricePrice in effect under this Warrant as of the applicable Exercise Date; or (iii) any combination of the foregoing. In the event of any withholding of Warrant Shares pursuant to Section 3(b)(iiclause (ii) or (iii) (solely to the extent of such withholding, a “Cashless Exercise”) above where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by or surrendered to the Company shall be rounded up to the nearest whole share shares and the Company shall make a cash payment to the Holder (by delivery of a certified or official bank check or by wire transfer of immediately available funds) based on the incremental fraction of a share being so withheld by or surrendered to the Company in an amount calculated as provided pursuant equal to Section 3(ethe product of (x) below. To the extent permitted such incremental fraction of a share being so withheld or surrendered multiplied by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (iy) the Fair Market Value per Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation or warranty regarding the commencement Share as of the holding period of any Warrant ShareExercise Date.

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed in the Exercise CertificateNotice, by any of the following methods: (i) by delivery to the Company of a certified or official bank check payable to the order of the Company or by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; or (ii) by instructing the Company to withhold a number of issue Warrant Shares then issuable upon exercise all or any part of this Warrant Certificate with an aggregate on a net basis under clause (ii) such that, without payment of any cash consideration or other immediately available funds, the Holder shall surrender this Warrant in exchange for the number of Warrant Shares as is computed using the following formula: X = Y(A-B) ÷ A where: X = the number of Warrant Shares to be issued to the Holder; Y = the total number of Warrant Shares for which the Holder has elected to exercise this Warrant pursuant to Section 3(a); A = the Fair Market Value of one Warrant Share as of the applicable Exercise Date equal to such Aggregate Date; and B = the Exercise Price; or (iii) any combination Price in effect under this Warrant as of the foregoingapplicable Exercise Date. In the event of any withholding of Warrant Shares to effect a net settlement pursuant to Section 3(b)(iiclause (ii) or (iii) (solely to the extent of such withholding, a “Cashless Exercise”) above where the number of such shares whose value is equal to the Aggregate Exercise Price issuable thereunder is not a whole number, the number of such shares withheld issued by the Company on a net basis shall be rounded up down to the nearest whole share and the Company shall make a cash payment to the Holder (by delivery of a certified or official bank check or by wire transfer of immediately available funds) based on the incremental fraction of a share being so withheld by the Company in an amount calculated as provided pursuant equal to Section 3(ethe product of (x) below. To the extent permitted such incremental fraction of a share being so withheld multiplied by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (iy) the Fair Market Value per Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation or warranty regarding the commencement Share as of the holding period of any Warrant ShareExercise Date.

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed in the Exercise Certificateone or more Subscription Agreements, by any of the following methods: (i) by delivery to the Company of a certified or official bank check payable to the order of the Company or by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; ; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise Price; (iii) by surrendering to the Company (x) Warrant Shares previously acquired by the Holder with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise Price and/or (y) other securities or debt obligations of the Company (including loans outstanding under the Credit Agreement) having a value as of the Exercise Date equal to the Aggregate Exercise Price (which value in the case of debt securities or obligations shall be the principal amount thereof plus accrued and unpaid interest, in the case of preferred stock shall be the liquidation value thereof plus accumulated and unpaid dividends and in the case of shares of Common Stock shall be the Fair Market Value thereof); or (iiiiv) any combination of the foregoing; provided; however; that the Holder may only use the Cashless Method to pay any Exercise Price for up to (but not in excess of) 1,705,053 Warrant Shares (whether Tranche A Warrant Shares or Tranche B Warrant Shares, as the case may be), subject to proportionate adjustment for any stock split, dividend, distribution, subdivision, recapitalization or combination. In the event of any withholding of Warrant Shares or surrender of other equity securities pursuant to Section 3(b)(iiclause (ii), (iii) or (iiiiv) (solely to the extent of such withholding, a “Cashless Exercise”) above where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by or surrendered to the Company shall be rounded up to the nearest whole share and the Company shall make a cash payment to the Holder (by delivery of a certified or official bank check or by wire transfer of immediately available funds) based on the incremental fraction of a share being so withheld by or surrendered to the Company in an amount calculated equal to the product of (x) such incremental fraction of a share being so withheld or surrendered multiplied by (y) in the case of Common Stock, the Fair Market Value per Warrant Share as provided pursuant to Section 3(e) below. To of the extent permitted by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (i) the Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and and, in all other cases, the value thereof as of the Exercise Date determined in accordance with clause (iiiii)(y) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Dateabove; provided that the Company makes no representation or warranty regarding the commencement of the holding period of any Warrant Shareall such valuations shall be subject to Section 3(j).

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed in the Exercise Certificate, by any of the following methods: (i) by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; ; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise Price; or (iii) any combination of the foregoing. In the event of any withholding of Warrant Shares pursuant to Section 3(b)(ii) or (iii) (solely to the extent of such withholding, a “Cashless Exercise”) where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by the Company shall be rounded up to the nearest whole share and the Company shall make a cash payment to the Holder (by wire transfer of immediately available fundsfunds to an account designated by the Holder) in an amount calculated as provided pursuant to Section 3(e) below. To the extent permitted by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (i) the Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation or warranty regarding the commencement of the holding period of any Warrant Share.

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall may be made, at the option of the Holder as expressed in the Exercise CertificateAgreement, by any of the following methods: (i) delivery to the Company of a certified or official bank check payable to the order of the Company or by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; ; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise PricePrice (or the applicable portion thereof); (iii) surrendering to the Company Warrant Shares previously acquired by the Holder or reducing indebtedness of the Company outstanding under the Credit Agreement having a value as of the Exercise Date equal to the Aggregate Exercise Price (or the applicable portion thereof), which value in the case of indebtedness of the Company outstanding under the Credit Agreement shall be the then outstanding principal amount thereof plus accrued and unpaid interest, and in the case of shares of Common Stock shall be the Fair Market Value thereof; or (iiiiv) any combination of the foregoing. In the event of any withholding of Warrant Shares or surrender of other equity securities pursuant to Section 3(b)(iiclause (ii), (iii) or (iiiiv) (solely to the extent of such withholding, a “Cashless Exercise”) above where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by or surrendered to the Company shall be rounded up to the nearest whole share and the Company shall make a cash payment to the Holder (by delivery of a certified or official bank check or by wire transfer of immediately available funds) based on the incremental fraction of a share being so withheld by or surrendered to the Company in an amount calculated as provided pursuant equal to Section 3(ethe product of (x) below. To the extent permitted such incremental fraction of a share being so withheld or surrendered multiplied by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (iy) the Warrant Shares issuable upon any exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have been acquired on the Issue Date, and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation or warranty regarding the commencement value thereof as of the holding period of any Warrant ShareExercise Date determined in accordance with clause (iii) above.

Payment of the Aggregate Exercise Price. Payment of the Aggregate Exercise Price shall be made, at the option of the Holder as expressed set forth in the applicable Exercise Certificate, by any of the following methods: (i) by wire transfer of immediately available funds to an account designated in writing by the Company, in the amount of such Aggregate Exercise Price; ; (ii) by instructing the Company to withhold a number of Warrant Shares then issuable upon exercise of this Warrant Certificate with an aggregate Fair Market Value as of the Exercise Date equal to such Aggregate Exercise Price; or (iii) any combination of the foregoing. In the event of any withholding of Warrant Shares pursuant to Section 3(b)(ii) or (iii) (solely to the extent of such withholding, a “Cashless Exercise”) where the number of such shares whose value is equal to the Aggregate Exercise Price is not a whole number, the number of such shares withheld by the Company shall be rounded up to the nearest whole share and the Company shall make a cash payment to the Holder (by delivery of a certified or official bank check or by wire transfer of immediately available funds) based on the incremental fraction of the share being so withheld by the Company in an amount calculated equal to the product of (x) such incremental fraction of a share being so withheld multiplied by (y) the Fair Market Value per Warrant Share as provided of the Exercise Date. If a Restrictive Legend Event has occurred, the Warrant may be exercisable only on a cashless basis pursuant to Section 3(e3(b)(ii) belowof the Warrant Certificate. To the extent permitted by applicable Law, for purposes of Rule 144, it is acknowledged and agreed that (i) If the Warrant Shares issuable upon any exercise are issued in such a cashless exercise, the Company acknowledges and agrees that, in accordance with Section 3(a)(9) of this the Securities Act, the Warrant Certificate in any Cashless Exercise transaction Shares shall be deemed to have been acquired take on the Issue Date, registered characteristics of the Warrants being exercised and (ii) the holding period for any Warrant Shares issuable upon the exercise of this Warrant Certificate in any Cashless Exercise transaction shall be deemed to have commenced on the Issue Date; provided that the Company makes no representation agrees not to take any position contrary thereto. Notwithstanding anything herein to the contrary, the Company shall not be required to make any cash payments or warranty regarding net cash settlement to the commencement Holder in lieu of delivery of the holding period of any Warrant ShareShares.