Common use of Exercise Mechanics Clause in Contracts

Exercise Mechanics. No fractional units shall be issued upon the exercise of this Warrant, and the Company shall in lieu thereof make payment to the Holder of cash, by wire transfer of immediately available lawful tender of the United States, in the amount of such fraction multiplied by the fair market value (as defined below) of one Warrant Unit on the date of exercise. Any Warrant Units purchased upon the exercise of this Warrant shall be and are deemed to be issued to the Holder as the record owner of such units as of the close of business on the date on which the exercise conditions set forth in Section 1(a), (b) and (c) have been satisfied. After any rights represented by this Warrant have been so exercised, the Company shall promptly (a) deliver to the Holder, at the Company’s expense, certificates for the Warrant Units so purchased (if such units are then certificated), together with any other securities or property to which the Holder hereof is entitled upon such exercise, and (b) reflect such issuance in its books and records. Each certificate so delivered shall be in such denominations of the Warrant Units as may be requested by the Holder and shall be registered in the name of such Holder. In the event of a purchase of less than all the Warrant Units, the Company shall promptly execute and deliver to the Holder an Acknowledgement in the form attached hereto indicating the number of Warrant Units which remain subject to this Warrant, if any. Notwithstanding anything to the contrary contained herein, unless the Holder otherwise notifies the Company, this Warrant shall be deemed to be automatically exercised using the Net Issuance method of payment pursuant to Section 3 immediately prior to the time on the Expiration Date at which this Warrant ceases to be exercisable.

Exercise Mechanics. No fractional units shall be issued upon the exercise of this WarrantSubject in all cases to Section 3.4, and if (a) the Company shall in lieu thereof make payment to the Holder of cash, by wire transfer of immediately available lawful tender of the United States, in the amount of such fraction multiplied by the fair market value (as defined below) of one Warrant Unit on the date of exercise. Any Warrant Units purchased upon the exercise of this Warrant shall be and are deemed to be issued to the Holder as the record owner of such units as of the close of business on the date on which the exercise conditions breaches any covenant set forth in Section 1(a), 3.1 or Section 3.2 or (b) and (c) have been satisfied. After at any rights represented by this Warrant have been so exercisedtime after becoming eligible for the Designated Exclusion, the Company is not eligible for the Designated Exclusion, and such breach or ineligibility is not cured within sixty (60) calendar days of the occurrence of such breach or ineligibility (provided that the cure period for failure to deliver a 1940 Act Compliance Statement, a 1940 Act Opinion or a BHCA Certificate within the time periods required therefor shall promptly be five (a5) deliver calendar days) (the end of such cure period, the “Put Activation Date”), JPM may in its discretion exercise the Put Right by providing written notice of such exercise to the HolderCompany and the other Investors, at and if and only if JPM exercises the Put Right, each other Investor may in its discretion exercise the Put Right by providing written notice of such exercise to the Company’s expense, certificates for the Warrant Units so purchased (if such units are then certificated)in any case, together with any other securities or property to which the Holder hereof is entitled upon such exercise, and (b) reflect such issuance in its books and records. Each certificate so delivered shall be in such denominations of the Warrant Units as may be requested by the Holder and shall be registered in the name of such Holder. In the event of a purchase of less than all the Warrant Units, the Company shall promptly execute and deliver to the Holder an Acknowledgement in the form attached hereto indicating specifying the number of Warrant Units shares of Series B-1 Stock, Series B-2 Stock or Series B-3 Stock, as the case may be, for which remain subject the Put Right is being exercised, and the aggregate Put Price therefor (an “Exercise Notice”), at any time (i) in the case of JPM, after the Put Activation Date and (ii) in the case of the other Investors, after receipt of JPM’s Exercise Notice, unless such breach or ineligibility is cured (and the Company has delivered written notice setting forth in reasonable detail how such breach or ineligibility has been cured and evidence thereof) prior to this Warrantthe delivery of an Exercise Notice; provided that unless such Investor otherwise informs the Company in writing prior to the Put Closing Date, in the event JPM (or any of its affiliates) provides the Company with an Exercise Notice, each Investor (other than JPM) and its affiliates (if any. Notwithstanding anything to the contrary contained herein, unless the Holder otherwise notifies the Company, this Warrant ) shall be deemed to be automatically exercised using have provided the Net Issuance method Company with an Exercise Notice with respect to all (or a proportionate portion thereof in the event the Exercise Notices of payment pursuant JPM and its affiliates are for less than all of the Series B Preferred Stock held by them) of the Series B Preferred Stock of such Investor (or affiliate). As between JPM and the other Investors, any determination as to Section 3 immediately prior whether any breach or ineligibility by the Company giving rise to the time on right to exercise the Expiration Date at which this Warrant ceases to Put Right has been cured will be exercisablemade by JPM in its sole discretion.

Exercise Mechanics. No fractional units shall be issued upon the exercise of this Warrant, and the Company shall in lieu thereof make payment to the Holder of cash, by wire transfer of immediately available lawful tender of the United States, in the amount of such fraction multiplied by the fair market value (a) As promptly as defined below) of one Warrant Unit on the date of exercise. Any Warrant Units purchased upon practicable after the exercise of this Warrant shall be and are deemed to be issued in full or in part, but in no event later than two (2) Business Days after an Exercise Notice is delivered to the Holder as Company, the record owner Company, at its expense (including the payment by it of such units as of the close of business on the date on which the exercise conditions set forth in Section 1(aany applicable issue taxes), (b) shall issue and (c) have been satisfied. After any rights represented by this Warrant have been so exercised, the Company shall promptly (a) deliver to the Holder, at the Company’s expenseor as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct in compliance with applicable securities laws, a certificate or certificates for the Warrant Units so purchased number of duly and validly issued, fully paid and nonassessable shares of Common Stock (if or Other Securities) to which Holder shall be entitled upon such units are then certificated)exercise, rounded up to the next full share, together with any other stock or other securities or and property (including cash, where applicable) to which the such Holder hereof is entitled upon such exercise pursuant to Section 2 or otherwise. In lieu of delivering physical certificates for the shares of Common Stock issuable upon any such exercise, provided the Company’s transfer agent is participating in the Depository Trust Company (“DTC”) Fast Automated Securities Transfer (“FAST”) program, and provided that such shares of Common Stock are properly designated with restrictions on transfer, if any, upon request of the Holder, the Company shall use commercially reasonable efforts to cause its transfer agent electronically to transmit such shares of Common Stock issuable upon exercise to the Holder (bor its designee) reflect by crediting the account of the Holder’s (or such issuance designee’s) broker with DTC through its Deposit Withdrawal Agent Commission system (provided that the same time periods herein as for stock certificates shall apply). In the event that this Warrant is exercised in its books and records. Each part, a replacement Warrant certificate so delivered shall be in such denominations of the Warrant Units as may be requested by the Holder and shall be registered issued in the name of such Holder. In the event Holder for the balance of a purchase of less than all the Warrant Units, the Company shall promptly execute and deliver to the Holder an Acknowledgement in the form attached hereto indicating the number of Warrant Units which remain subject to this Warrant, if any. Notwithstanding anything to the contrary contained herein, unless the Holder otherwise notifies the Company, this Warrant shall be deemed to be automatically exercised using the Net Issuance method of payment pursuant to Section 3 immediately prior to the time on the Expiration Date at which this Warrant ceases to be exercisableShares purchasable hereunder.

Exercise Mechanics. No fractional units Subject in all cases to Section 3.2, if (a) the Company breaches any covenant set forth in Article 3 or (b) at any time after becoming eligible for the Designated Exclusion, the Company is not eligible for the Designated Exclusion, and such breach or ineligibility is not cured within sixty (60) calendar days of the occurrence of such breach or ineligibility (provided that the cure period for failure to deliver a 1940 Act Compliance Statement within the time periods required therefor shall be issued upon five (5) calendar days) (the end of such cure period, the “Put Activation Date”), JPM may in its discretion exercise the Put Right by providing written notice of this Warrantsuch exercise to the Company and the other Investors, and if and only if JPM exercises the Put Right, each other Investor may in its discretion exercise the Put Right by providing written notice of such exercise to the Company, in any case, specifying the number of shares of Series B-1 Stock or Series B-2 Stock, as the case may be, for which the Put Right is being exercised, and the aggregate Put Price therefor (an “Exercise Notice”), at any time (i) in the case of JPM, after the Put Activation Date and (ii) in the case of the other Investors, after receipt of JPM’s Exercise Notice, unless such breach or ineligibility is cured (and the Company shall has delivered written notice setting forth in lieu thereof make payment reasonable detail how such breach or ineligibility has been cured and evidence thereof) prior to the Holder delivery of cash, by wire transfer of immediately available lawful tender of an Exercise Notice; provided that unless such Investor otherwise informs the United StatesCompany in writing prior to the Put Closing Date, in the amount event JPM (or any of such fraction multiplied by its affiliates) provides the fair market value Company with an Exercise Notice, each Investor (as defined below) of one Warrant Unit on the date of exercise. Any Warrant Units purchased upon the exercise of this Warrant shall be and are deemed to be issued to the Holder as the record owner of such units as of the close of business on the date on which the exercise conditions set forth in Section 1(a), (bother than JPM) and (c) have been satisfied. After any rights represented by this Warrant have been so exercised, the Company shall promptly (a) deliver to the Holder, at the Company’s expense, certificates for the Warrant Units so purchased its affiliates (if such units are then certificated), together with any other securities or property to which the Holder hereof is entitled upon such exercise, and (bany) reflect such issuance in its books and records. Each certificate so delivered shall be in such denominations of the Warrant Units as may be requested by the Holder and shall be registered in the name of such Holder. In the event of a purchase of less than all the Warrant Units, the Company shall promptly execute and deliver to the Holder an Acknowledgement in the form attached hereto indicating the number of Warrant Units which remain subject to this Warrant, if any. Notwithstanding anything to the contrary contained herein, unless the Holder otherwise notifies the Company, this Warrant shall be deemed to be automatically exercised using have provided the Net Issuance method Company with an Exercise Notice with respect to all (or a proportionate portion thereof in the event the Exercise Notices of payment pursuant JPM and its affiliates are for less than all of the Series B Preferred Stock held by them) of the Series B Preferred Stock of such Investor (or affiliate). As between JPM and the other Investors, any determination as to Section 3 immediately prior whether any breach or ineligibility by the Company giving rise to the time on right to exercise the Expiration Date at which this Warrant ceases to Put Right has been cured will be exercisablemade by JPM in its sole discretion.

Exercise Mechanics. No fractional units shall be issued upon the exercise of this WarrantSubject in all cases to Section 3.4, and if (a) the Company shall in lieu thereof make payment to the Holder of cash, by wire transfer of immediately available lawful tender of the United States, in the amount of such fraction multiplied by the fair market value (as defined below) of one Warrant Unit on the date of exercise. Any Warrant Units purchased upon the exercise of this Warrant shall be and are deemed to be issued to the Holder as the record owner of such units as of the close of business on the date on which the exercise conditions breaches any covenant set forth in Section 1(a), 3.1 or Section 3.2 or (b) and (c) have been satisfied. After at any rights represented by this Warrant have been so exercisedtime after becoming eligible for the Designated Exclusion, the Company is not eligible for the Designated Exclusion, and such breach or ineligibility is not cured within sixty (60) calendar days of the occurrence of such breach or ineligibility (provided that the cure period for failure to deliver a 1940 Act Compliance Statement, a 1940 Act Opinion or a BHCA Certificate within the time periods required therefor shall promptly be five (a5) deliver calendar days) (the end of such cure period, the “Put Activation Date”), JPM may in its discretion exercise the Put Right by providing written notice of such exercise to the HolderCompany and the other Investors, at and if and only if JPM exercises the Put Right, each other Investor may in its discretion exercise the Put Right by providing written notice of such exercise to the Company’s expense, certificates for the Warrant Units so purchased (if such units are then certificated)in any case, together with any other securities or property to which the Holder hereof is entitled upon such exercise, and (b) reflect such issuance in its books and records. Each certificate so delivered shall be in such denominations of the Warrant Units as may be requested by the Holder and shall be registered in the name of such Holder. In the event of a purchase of less than all the Warrant Units, the Company shall promptly execute and deliver to the Holder an Acknowledgement in the form attached hereto indicating specifying the number of Warrant Units shares of Series B-1 Stock, Series B-2 Stock, Series B-3 Stock or Series B-4 Stock, as the case may be, for which remain subject the Put Right is being exercised, and the aggregate Put Price therefor (an “Exercise Notice”), at any time (i) in the case of JPM, after the Put Activation Date and (ii) in the case of the other Investors, after receipt of JPM’s Exercise Notice, unless such breach or ineligibility is cured (and the Company has delivered written notice setting forth in reasonable detail how such breach or ineligibility has been cured and evidence thereof) prior to this Warrantthe delivery of an Exercise Notice; provided that unless such Investor otherwise informs the Company in writing prior to the Put Closing Date, in the event JPM (or any of its affiliates) provides the Company with an Exercise Notice, each Investor (other than JPM) and its affiliates (if any. Notwithstanding anything to the contrary contained herein, unless the Holder otherwise notifies the Company, this Warrant ) shall be deemed to be automatically exercised using have provided the Net Issuance method Company with an Exercise Notice with respect to all (or a proportionate portion thereof in the event the Exercise Notices of payment pursuant JPM and its affiliates are for less than all of the Series B Preferred Stock held by them) of the Series B Preferred Stock of such Investor (or affiliate). As between JPM and the other Investors, any determination as to Section 3 immediately prior whether any breach or ineligibility by the Company giving rise to the time on right to exercise the Expiration Date at which this Warrant ceases to Put Right has been cured will be exercisablemade by JPM in its sole discretion.