Common use of Forced Exercise Clause in Contracts

Forced Exercise. i. Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d) above and subsection (f)(ii) below), in the event that the daily VWAP of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”), the Company shall have the right, upon prior written notice to the Holder (“Forced Exercise Notice”), to compel all or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject to At any time after the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d) above and subsection (f)(ii) below), in the event that the daily VWAP fourth anniversary of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Original Issue Date, the Company shall have be entitled to require all Holders, and each Holder shall be obligated if the rightCompany so elects, upon prior written to exercise the Warrants then held by such Holder, in whole or in part, by delivering notice to (the Holder (“Forced Exercise Notice”)) to each Holder, if, and only if, the Fair Market Value of a share of Common Stock equals or exceeds two times the Exercise Price ($13.00 per share on the Original Issue Date) (as the Exercise Price may subsequently be adjusted pursuant to Section 4 hereof) on the third trading day prior to the date on which the Company delivers the Forced Exercise Notice. A Forced Exercise Notice shall be mailed, by registered or certified mail, return receipt requested, to compel all of the Holders at their respective addresses appearing on the Warrant Register or a portion books or transfer records of this Warrant the Company or such other address designated in writing by the Holder. The Forced Exercise Notice shall specify the number of Warrants to be exercised and the as-adjusted Exercise Price. Warrants shall be considered exercised on or prior the date (“of the Forced Exercise Date”) specified Notice. Holders shall notify the Company, pursuant to the instruction in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least within ten (10) Trading Business Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice as to the Forced Exercise Date shall be referred payment method such Holder is electing with respect to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all payment of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders Aggregate Exercise Price in accordance with this SectionSection 3.3(b).

Forced Exercise. i. 15.1 Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d2.4(i) above and subsection (f)(ii) 15.2 below), in the event that the daily VWAP closing sale price of the Company’s 's Common Stock (as reported by the Eligible Trading Market on which the Common Nasdaq Stock is tradedMarket) is greater than $3.75 7.35 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for a period ("Pricing Period") of twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Days, the Company shall have the right, upon prior written notice to the Holder (“"Forced Exercise Notice”"), to compel all or a portion of this Warrant to be exercised on or prior the date (“"Forced Exercise Date”") specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice Date to the Forced Exercise Date shall be referred to herein as the “"Post-Notice Period”". If the Company intends to force exercise of less than all of all of the then outstanding A Warrants issued to Purchasers under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject to At any time after the Purchase Agreement and subject to the terms set forth herein fourth (including without limitation subsection 2(d4th) above and subsection (f)(ii) below), in the event that the daily VWAP anniversary of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Original Issue Date, the Company shall have be entitled to require all Holders, and each Holder shall be obligated if the rightCompany so elects, upon prior written to exercise the Warrants then held by such Holder, in whole or in part, by delivering notice to (the Holder (“Forced Exercise Notice”)) to each Holder, if, and only if, the Fair Market Value of a share of Common Stock equals or exceeds two times the Exercise Price ($27.42 per share on the Original Issue Date) (as the Exercise Price may subsequently be adjusted pursuant to Section 4 of this Agreement) on the third trading day prior to the date on which the Company delivers the Forced Exercise Notice. A Forced Exercise Notice shall be mailed, by registered or certified mail, return receipt requested, to compel all of the Holders at their respective addresses appearing on the Warrant Register or a portion books or transfer records of this Warrant the Company or such other address designated in writing by the Holder. The Forced Exercise Notice shall specify the number of Warrants to be exercised and the as-adjusted Exercise Price. Warrants shall be considered exercised on or prior the date (“of the Forced Exercise Date”) specified Notice. Holders shall notify the Company, pursuant to the instruction in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least within ten (10) Trading Business Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice as to the Forced Exercise Date shall be referred payment method such Holder is electing with respect to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all payment of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders Aggregate Exercise Price in accordance with Section 3.03(b) of this SectionAgreement.

Forced Exercise. i. Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d) above and subsection subsections (f)(ii) and (f)(iii) below), in the event that the daily VWAP of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 1.20 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty fifteen (2015) Trading Days during any period of thirty twenty (3020) consecutive Trading Days (“Pricing Period”), the Company shall have the right, upon prior written notice to the Holder (“Forced Exercise Notice”), to compel all or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject At the option of the Company, at any time beginning on the date that is three (3) months following the effective date of this agreement, the Company may force the holder to exercise the Purchase Agreement and subject to Warrant at the terms set forth herein Exercise Price provided that (including without limitation subsection 2(di) above and subsection (f)(ii) below), in the event that the daily VWAP of for the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater higher than $3.75 (as appropriately and equitably adjusted 3.00 for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any a period of thirty ten (3010) consecutive Trading Days immediately prior to such exercise, (“Pricing Period”), ii) the Warrant Shares are registered and the registration statement is declared effective and (iii) such forced exercise by the Company shall have not cause the right, upon prior aggregate number of shares of Common Stock beneficially owned (as defined in Rule 13d-3 promulgated under the Exchange Act) by the Holder and its affiliates to exceed 4.99% of the outstanding shares of the Common Stock following such exercise. The Company may exercise its right to require exercise of this Warrant under this Section 1.7 by delivering a written notice thereof by facsimile, email or overnight courier to the Holder holder and the transfer agent (the “Forced Exercise Notice”), to compel all or a portion of this Warrant to ” no later than two (2) Trading Days after the conditions above have been met. The Forced Exercise Notice delivered shall be exercised on or prior irrevocable and shall state (A) the date on which the Forced Exercise shall occur (the “Forced Exercise Date”) specified in which date shall be the thirtieth (30th) Trading Day after the date Forced Exercise Notice, provided that such (B) the aggregate number of Warrant Shares of which the Company has elected to be subject to Forced Exercise Date may not occur until at least ten from all of the holders of Warrants pursuant to this 1.7, and (10C) Trading Days following the date number of shares of Common Stock to be issued to the holder on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this SectionDate.

Forced Exercise. i. Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d) above and subsection subsections (f)(ii) and (f)(iii) below), in the event that the daily VWAP of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 0.60 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty fifteen (2015) Trading Days during any period of thirty twenty (3020) consecutive Trading Days (“Pricing Period”), the Company shall have the right, upon prior written notice to the Holder (“Forced Exercise Notice”), to compel all or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject Provided the shares of Common Stock issuable here under are registered pursuant to an effective registration statement, the Company at its option shall have the right at any time and from time to time, if the Company’s Closing Bid Price as quoted by Bloomberg, LP is equal to or greater than Thirteen Cents ($0.13) (the “Forced Exercise Price”) for twenty (20) consecutive Trading Days (the “Forced Exercise Pricing Period”), to force the Holder to exercise this Warrant in whole or in part during the next five (5) Trading Days. In such event the Company shall provide to the Purchase Agreement and subject Holder written notice at the end of business, but not later than 5:30 pm EST, on the last Trading Day of the Forced Exercise Pricing Period (the “Forced Exercise Notice”). The Holder shall have the five (5) consecutive calendar days from the day following receipt of the Forced Exercise Notice, to exercise this Warrant in whole or in part at or above the terms set forth herein Forced Exercise Price as the case maybe (including without limitation subsection 2(d“Forced Exercise Period”). Furthermore during the Forced Exercise Period the Company shall only be entitled to force the Holder to exercise an amount equal to one fifth (1/5th) above and subsection (f)(ii) below), in the event that average daily volume of the daily VWAP shares of the Company’s Common Stock (traded, as reported quoted by Bloomberg, LP, during the Forced Exercise Pricing Period. Furthermore the Holder shall have the right to reduce the number of shares of Common Stock the Company has forced the Holder to exercise hereunder during the Forced Exercise Period by such number of shares of the Company’s Common Stock exercised by the Eligible Trading Market on which Holder during the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Forced Exercise Pricing Period”). Provided however in the event that the Closing Bid Price of the Company’s Common Stock, as quoted by Bloomberg, LP, during the Forced Exercise Period is lower than the Forced Exercise Price the Company shall not have the right, upon prior written notice right to force the Holder (“Forced Exercise Notice”)to exercise this Warrant, to compel all in whole or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Sectionpart.

Forced Exercise. i. Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d) above and subsection subsections (f)(ii) and (f)(iii) below), in the event that the daily VWAP of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 0.80 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty fifteen (2015) Trading Days during any period of thirty twenty (3020) consecutive Trading Days (“Pricing Period”), the Company shall have the right, upon prior written notice to the Holder (“Forced Exercise Notice”), to compel all or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject to At any time after the Purchase Agreement and subject to the terms set forth herein fourth (including without limitation subsection 2(d4th) above and subsection (f)(ii) below), in the event that the daily VWAP anniversary of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Original Issue Date, the Company shall have be entitled to require all Holders, and each Holder shall be obligated if the rightCompany so elects, upon prior written to exercise the Warrants then held by such Holder, in whole or in part, by delivering notice to (the Holder (“Forced Exercise Notice”)) to each Holder, if, and only if, the Fair Market Value of a share of Common Stock equals or exceeds two times the Exercise Price ($16.10 per share on the Original Issue Date) (as the Exercise Price may subsequently be adjusted pursuant to Section 4 of this Agreement) on the third trading day prior to the date on which the Company delivers the Forced Exercise Notice. A Forced Exercise Notice shall be mailed, by registered or certified mail, return receipt requested, to compel all of the Holders at their respective addresses appearing on the Warrant Register or a portion books or transfer records of this Warrant the Company or such other address designated in writing by the Holder. The Forced Exercise Notice shall specify the number of Warrants to be exercised and the as-adjusted Exercise Price. Warrants shall be considered exercised on or prior the date (“of the Forced Exercise Date”) specified Notice. Holders shall notify the Company, pursuant to the instruction in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least within ten (10) Trading Business Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice as to the Forced Exercise Date shall be referred payment method such Holder is electing with respect to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all payment of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders Aggregate Exercise Price in accordance with Section 3.03(b) of this SectionAgreement.

Forced Exercise. i. Subject Provided the shares of Common Stock issuable here under are registered pursuant to an effective registration statement, the Company at its option shall have the right at any time and from time to time, if the Company’s Closing Bid Price as quoted by Bloomberg, LP is equal to or greater than Sixteen Cents ($0.16) (the “Forced Exercise Price”) for twenty (20) consecutive Trading Days (the “Forced Exercise Pricing Period”), to force the Holder to exercise this Warrant in whole or in part during the next five (5) Trading Days. In such event the Company shall provide to the Purchase Agreement and subject Holder written notice at the end of business, but not later than 5:30 pm EST, on the last Trading Day of the Forced Exercise Pricing Period (the “Forced Exercise Notice”). The Holder shall have the five (5) consecutive calendar days from the day following receipt of the Forced Exercise Notice, to exercise this Warrant in whole or in part at or above the terms set forth herein Forced Exercise Price as the case maybe (including without limitation subsection 2(d“Forced Exercise Period”). Furthermore during the Forced Exercise Period the Company shall only be entitled to force the Holder to exercise an amount equal to one fifth (1/5th) above and subsection (f)(ii) below), in the event that average daily volume of the daily VWAP shares of the Company’s Common Stock (traded, as reported quoted by Bloomberg, LP, during the Forced Exercise Pricing Period. Furthermore the Holder shall have the right to reduce the number of shares of Common Stock the Company has forced the Holder to exercise hereunder during the Forced Exercise Period by such number of shares of the Company’s Common Stock exercised by the Eligible Trading Market on which Holder during the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Forced Exercise Pricing Period”). Provided however in the event that the Closing Bid Price of the Company’s Common Stock, as quoted by Bloomberg, LP, during the Forced Exercise Period is lower than the Forced Exercise Price the Company shall not have the right, upon prior written notice right to force the Holder (“Forced Exercise Notice”)to exercise this Warrant, to compel all in whole or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Sectionpart.

Forced Exercise. i. Subject At the option of the Company, at any time beginning on the date that is three (3) months following the effective date of this agreement, the Company may force the holder to exercise the Purchase Agreement and subject to Warrant at the terms set forth herein Exercise Price provided that (including without limitation subsection 2(di) above and subsection (f)(ii) below), in the event that the daily VWAP of for the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater higher than $3.75 (as appropriately and equitably adjusted 3.50 for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any a period of thirty ten (3010) consecutive Trading Days immediately prior to such exercise, (“Pricing Period”), ii) the Warrant Shares are registered and the registration statement is declared effective and (iii) such forced exercise by the Company shall have not cause the right, upon prior aggregate number of shares of Common Stock beneficially owned (as defined in Rule 13d-3 promulgated under the Exchange Act) by the Holder and its affiliates to exceed 4.99% of the outstanding shares of the Common Stock following such exercise. The Company may exercise its right to require exercise of this Warrant under this Section 1.7 by delivering a written notice thereof by facsimile, email or overnight courier to the Holder holder and the transfer agent (the “Forced Exercise Notice”), to compel all or a portion of this Warrant to ” no later than two (2) Trading Days after the conditions above have been met. The Forced Exercise Notice delivered shall be exercised on or prior irrevocable and shall state (A) the date on which the Forced Exercise shall occur (the “Forced Exercise Date”) specified in which date shall be the thirtieth (30th) Trading Day after the date Forced Exercise Notice, provided that such (B) the aggregate number of Warrant Shares of which the Company has elected to be subject to Forced Exercise Date may not occur until at least ten from all of the holders of Warrants pursuant to this 1.7, and (10C) Trading Days following the date number of shares of Common Stock to be issued to the holder on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this SectionDate.

Forced Exercise. i. Subject Provided the shares of Common Stock issuable here under are registered pursuant to an effective registration statement, the Company at its option shall have the right at any time and from time to time, if the Company’s Closing Bid Price as quoted by Bloomberg, LP is equal to or greater than Ten Cents ($0.10) (the “Forced Exercise Price”) for twenty (20) consecutive Trading Days (the “Forced Exercise Pricing Period”), to force the Holder to exercise this Warrant in whole or in part during the next five (5) Trading Days. In such event the Company shall provide to the Purchase Agreement and subject Holder written notice at the end of business, but not later than 5:30 pm EST, on the last Trading Day of the Forced Exercise Pricing Period (the “Forced Exercise Notice”). The Holder shall have the five (5) consecutive calendar days from the day following receipt of the Forced Exercise Notice, to exercise this Warrant in whole or in part at or above the terms set forth herein Forced Exercise Price as the case maybe (including without limitation subsection 2(d“Forced Exercise Period”). Furthermore during the Forced Exercise Period the Company shall only be entitled to force the Holder to exercise an amount equal to one fifth (1/5th) above and subsection (f)(ii) below), in the event that average daily volume of the daily VWAP shares of the Company’s Common Stock (traded, as reported quoted by Bloomberg, LP, during the Forced Exercise Pricing Period. Furthermore the Holder shall have the right to reduce the number of shares of Common Stock the Company has forced the Holder to exercise hereunder during the Forced Exercise Period by such number of shares of the Company’s Common Stock exercised by the Eligible Trading Market on which Holder during the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Forced Exercise Pricing Period”). Provided however in the event that the Closing Bid Price of the Company’s Common Stock, as quoted by Bloomberg, LP, during the Forced Exercise Period is lower than the Forced Exercise Price the Company shall not have the right, upon prior written notice right to force the Holder (“Forced Exercise Notice”)to exercise this Warrant, to compel all in whole or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Sectionpart.

Forced Exercise. i. 15.1 Subject to the Purchase Agreement and subject to the terms set forth herein (including without limitation subsection 2(d2.4(i) above and subsection (f)(ii) 15.2 below), in the event that the daily VWAP closing sale price of the Company’s 's Common Stock (as reported by the Eligible Trading Market on which the Common Nasdaq Stock is tradedMarket) is greater than $3.75 10.00 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for a period ("Pricing Period") of twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Days, the Company shall have the right, upon prior written notice to the Holder (“"Forced Exercise Notice”"), to compel all or a portion of this Warrant to be exercised on or prior the date (“"Forced Exercise Date”") specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice Date to the Forced Exercise Date shall be referred to herein as the “"Post-Notice Period”". If the Company intends to force exercise of less than all of all of the then outstanding A Warrants issued to Purchasers under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Section.

Forced Exercise. i. Subject Provided the shares of Common Stock issuable here under are registered pursuant to an effective registration statement, the Company at its option shall have the right at any time and from time to time, if the Company’s Closing Bid Price as quoted by Bloomberg, LP is equal to or greater than Eleven Cents ($0.11) (the “Forced Exercise Price”) for twenty (20) consecutive Trading Days (the “Forced Exercise Pricing Period”), to force the Holder to exercise this Warrant in whole or in part during the next five (5) Trading Days. In such event the Company shall provide to the Purchase Agreement and subject Holder written notice at the end of business, but not later than 5:30 pm EST, on the last Trading Day of the Forced Exercise Pricing Period (the “Forced Exercise Notice”). The Holder shall have the five (5) consecutive calendar days from the day following receipt of the Forced Exercise Notice, to exercise this Warrant in whole or in part at or above the terms set forth herein Forced Exercise Price as the case maybe (including without limitation subsection 2(d“Forced Exercise Period”). Furthermore during the Forced Exercise Period the Company shall only be entitled to force the Holder to exercise an amount equal to one fifth (1/5th) above and subsection (f)(ii) below), in the event that average daily volume of the daily VWAP shares of the Company’s Common Stock (traded, as reported quoted by Bloomberg, LP, during the Forced Exercise Pricing Period. Furthermore the Holder shall have the right to reduce the number of shares of Common Stock the Company has forced the Holder to exercise hereunder during the Forced Exercise Period by such number of shares of the Company’s Common Stock exercised by the Eligible Trading Market on which Holder during the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Forced Exercise Pricing Period”). Provided however in the event that the Closing Bid Price of the Company’s Common Stock, as quoted by Bloomberg, LP, during the Forced Exercise Period is lower than the Forced Exercise Price the Company shall not have the right, upon prior written notice right to force the Holder (“Forced Exercise Notice”)to exercise this Warrant, to compel all in whole or a portion of this Warrant to be exercised on or prior the date (“Forced Exercise Date”) specified in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least ten (10) Trading Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice to the Forced Exercise Date shall be referred to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders in accordance with this Sectionpart.

Forced Exercise. i. Subject to At any time after the Purchase Agreement and subject to the terms set forth herein fourth (including without limitation subsection 2(d4th) above and subsection (f)(ii) below), in the event that the daily VWAP anniversary of the Company’s Common Stock (as reported by the Eligible Trading Market on which the Common Stock is traded) is greater than $3.75 (as appropriately and equitably adjusted for stock splits, reverse stock splits, stock dividends and the similar events) for twenty (20) Trading Days during any period of thirty (30) consecutive Trading Days (“Pricing Period”)Original Issue Date, the Company shall have be entitled to require all Holders, and each Holder shall be obligated if the rightCompany so elects, upon prior written to exercise the Warrants then held by such Holder, in whole or in part, by delivering notice to (the Holder (“Forced Exercise Notice”)) to each Holder, if, and only if, the Fair Market Value of a share of Common Stock equals or exceeds two times the Exercise Price ($26.00 per share on the Original Issue Date) (as the Exercise Price may subsequently be adjusted pursuant to Section 4 of this Agreement) on the third trading day prior to the date on which the Company delivers the Forced Exercise Notice. A Forced Exercise Notice shall be mailed, by registered or certified mail, return receipt requested, to compel all of the Holders at their respective addresses appearing on the Warrant Register or a portion books or transfer records of this Warrant the Company or such other address designated in writing by the Holder. The Forced Exercise Notice shall specify the number of Warrants to be exercised and the as-adjusted Exercise Price. Warrants shall be considered exercised on or prior the date (“of the Forced Exercise Date”) specified Notice. Holders shall notify the Company, pursuant to the instruction in the Forced Exercise Notice, provided that such Forced Exercise Date may not occur until at least within ten (10) Trading Business Days following the date on which the Holder receives the Forced Exercise Notice. The Company may not deliver any Forced Exercise Notice until after the completion of the Pricing Period, and must deliver any Forced Exercise Notice within five (5) Trading Days following the last day of any Pricing Period. The period from the date of the Forced Exercise Notice as to the Forced Exercise Date shall be referred payment method such Holder is electing with respect to herein as the “Post-Notice Period”. If the Company intends to force exercise of less than all payment of the then outstanding A Warrants issued under the Purchase Agreement, it shall do so on a pro rata basis among such holders Aggregate Exercise Price in accordance with Section 3.03(b) of this SectionAgreement.