Common use of Additional Warrants Clause in Contracts

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "Note") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One Hundred and Fifty Thousand (150,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 (the "PURCHASE PRICE"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "Note") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securitiesthe capital stock of the Company, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One Hundred and Fifty Twenty-Five Thousand (150,000125,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 (the "PURCHASE PRICEExercise Price"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Exercise Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.00. In such event, the Purchase Exercise Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Exercise Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Exercise Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "Note") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One Hundred and Fifty Thousand (150,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 (the "PURCHASE PRICEPurchase Price"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.

Additional Warrants. Upon In the satisfaction event that the purchasers of either securities in a Qualifying Proposal (the “QP Purchasers”) are issued warrants or other convertible securities (the “New Warrants”) in addition to the securities constituting the Qualifying Proposal (the “QP Securities”), then the Company shall also issue to each Investor under the Agreement its proportionate number of New Warrants having the same terms and provisions, including as to exercise price, as the New Warrants that are issued to QP Purchasers; provided that the exercise date of such warrants shall be 61 days after the date that the Mandatory Registration Statement required by Section 2 shall become effective. The New Warrants issued to the Investors shall, in the aggregate, be exercisable for the number of Additional Shares determined by multiplying (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "Note") of even date herewith made 3,050,203, as adjusted for any stock splits, stock dividends or similar events by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary one-half of the grant of such additional warrants to the Holder, One Hundred and Fifty Thousand (150,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 (the "PURCHASE PRICE"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, (i) the numerator of which shall be is the number of shares of Common Stock outstanding immediately prior common stock of the Company into which the New Warrants issued to such issue plus the QP Purchasers are exercisable and (ii) the denominator of which is number of shares of Common Stock which the aggregate consideration received by common stock of the Company issued to the QP Purchasers. If the QP Investors are issued securities other than common stock of the Company or if the New Warrants are exercisable for securities other than common stock of the total number Company, then the foregoing provisions shall be adjusted to take into account the common stock equivalent status of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, securities and the denominator Company shall not issue any securities in connection with the Qualifying Proposal until such adjustment is agreed between the parties hereto. This Amendment and the waiver of which Liquidated Damages shall be conditioned upon the number issuance of shares the New Warrants to Investor in accordance with the terms of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issuedthis Section 8.

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "NoteNOTE") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One Hundred and Fifty Thousand (150,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 (the "PURCHASE PRICEPrice"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "NoteNOTE") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One Hundred and Fifty Thousand (150,000100,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 5.50 (the "PURCHASE PRICE"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.004.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.

Additional Warrants. Upon the satisfaction of either (a) the Company's full payment of all of the outstanding obligations under that certain Promissory Note (the "NoteNOTE") of even date herewith made by the Company and payable to the Holder or (b) a closing of an offering of securities, whether through one or more private placements or secondary public offerings, in which the Company raises gross proceeds from such transaction or transactions of at least $1,500,000, the Company shall grant to the Holder additional warrants to purchase from the Company at any time or from time to time before 5:00 p.m., Eastern Time, on the fifth anniversary of the grant of such additional warrants to the Holder, One One-Hundred and Fifty Fifty-Thousand (150,000) shares of fully paid and non-assessable Common Stock at a purchase price per share of $3.00 5.50 (the "PURCHASE PRICE"). All warrants to be granted pursuant to the immediately preceding sentence shall be granted pursuant to a new Warrant in the same form as this Warrant, except that such Warrant shall contain the following provision: Any provision herein to the contrary notwithstanding, no adjustment in the Purchase Price shall be made in respect of the issuance of additional shares of Common Stock of the Company (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock) unless after the date hereof (a) the aggregate consideration to be received by the Company for the issuance of such additional shares of Common Stock, whether through one or more private placements or secondary public offerings (or upon the conversion or exchange of securities convertible or exchangeable into shares of Common Stock), is at least $500,000 and (b) the consideration per share for an additional share of Common Stock (or the conversion or exchange price with respect to securities convertible or exchangeable into shares of Common Stock) to be issued by the Company is less than $3.004.00. In such event, the Purchase Price shall be reduced to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of shares of Common Stock which the aggregate consideration received by the Company for the total number of additional shares of Common Stock so issued would purchase at such Purchase Price in effect immediately prior to such issuance, and the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to such issue plus the number of such additional shares of Common Stock so issued.