Common use of Exercise Limitations Clause in Contracts

Exercise Limitations. In no event shall a Holder be permitted to exercise this Warrant, or part thereof, with respect to Warrant Shares in excess of the number of such shares, upon the issuance of which, (x) the number of shares of Common Stock beneficially owned by the Holder plus (y) the number of shares of Common Stock issuable upon such exercise plus (z) the number of shares of Common Stock that was issued to such Holder during the period of sixty (60) days immediately preceding the Exercise Date for such exercise, would be equal to or exceed 9.99% of the number of shares of Common Stock then issued and outstanding. To the extent that the limitation contained in this paragraph 4 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 4 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 4. The provisions of this Section 4 may not be amended without the approval of the holders of a majority of the Common Stock then outstanding.

Exercise Limitations. In no event shall a the Holder be permitted to exercise this Warrant, or part thereof, with respect to Warrant Shares in excess of the number of such sharesif, upon the issuance of whichsuch exercise, (x) the number of shares of Common Stock beneficially owned by the Holder plus (y) other than shares which would otherwise be deemed beneficially owned except for being subject to a limitation on conversion or exercise analogous to the number of shares of Common Stock issuable upon such exercise plus (z) the number of shares of Common Stock that was issued to such Holder during the period of sixty (60) days immediately preceding the Exercise Date for such exerciselimitation contained in this paragraph 4), would be equal to or exceed 9.994.99% 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 Securities Exchange Act of 1934, as amended, and the rules thereunder. To the extent that the limitation contained in this paragraph 4 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 4 applies. The Company shall have no liability to any person if the Holder's determination of whether this Warrant is convertible pursuant to the terms hereof is incorrect. 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 4. The provisions of this This Section 4 may not be amended without unless such amendment is agreed to in writing by the approval of Holder and approved by the holders of a majority of the Common Stock then outstanding; PROVIDED, HOWEVER, that the Holder shall have the right, upon sixty (60) days' prior written notice to the Company, to waive the provisions of this Section 4.

Exercise Limitations. In no event shall a Holder be permitted to exercise this Warrant, or part thereof, with respect to Warrant Shares in excess of the number of such shares, upon the issuance of which, (x) the number of shares of Common Stock beneficially owned by the Holder plus (y) the number of shares of Common Stock ---- issuable upon such exercise plus (z) the number of shares of Common Stock that ---- was issued to such the Holder pursuant to this Warrant during the period of sixty (60) days immediately preceding the Exercise Date for such exercise, would be equal to or exceed 9.99% of the number of shares of Common Stock then issued and outstanding, it being the intent of the Company and the Holder that no Holder be deemed at any time to have the power to acquire, vote or dispose of greater than 9.99% of the number of shares of Common Stock issued and outstanding during any sixty-day period. To the extent that the limitation contained in this paragraph 4 applies, the submission of an Exercise a Conversion 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 4 appliesinquiry. 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 4. The provisions of limitation contained in this Section 4 may shall not apply if the original Holder hereof elected in the Securities Purchase Agreement not to be amended without the approval of the holders of a majority of the Common Stock then outstandingsubject to such limitation.

Exercise Limitations. In no event shall a the Holder be permitted to exercise this Warrant, or part thereof, with respect to Warrant Shares in excess of the number of such sharesif, upon the issuance of whichsuch exercise, (x) the number of shares of Common Stock beneficially owned by the Holder plus (y) other than shares which would otherwise be deemed beneficially owned except for being subject to a limitation on exercise or exercise analogous to the number of shares of Common Stock issuable upon such exercise plus (z) the number of shares of Common Stock that was issued to such Holder during the period of sixty (60) days immediately preceding the Exercise Date for such exerciselimitation contained in this paragraph 4), would be equal to or exceed 9.994.99% 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 paragraph 4 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 4 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 4. The provisions of this This Section 4 may not be amended without unless such amendment is agreed to in writing by the approval of 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 4 upon prior written notice to the Company following the announcement of a Major Transaction (as defined below), or otherwise upon sixty (60) days' prior written notice to the Company.