Common use of Voluntary Exercise Clause in Contracts

Voluntary Exercise. This Warrant may be exercised as a whole or in part by the Holder, at any time after the date of issuance of this Warrant and prior to the termination of this Warrant, by the surrender of this Warrant, together with the Notice of Exercise and Investment Representation Statement in the forms attached hereto as Attachments 1 and 2, respectively, duly completed and executed, and containing a form of signature guarantee reasonably acceptable to the Company, at the principal office of the Company, specifying the portion of the Warrant to be exercised and accompanied by payment in full of the Warrant Price in cash or by bank draft or wire transfer with respect to the shares of Warrant Stock being purchased. This Warrant shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided above, and the Person entitled to receive the shares of Warrant Stock issuable upon such exercise shall be treated for all purposes as the holder of such shares of record as of the close of business on such date. As promptly as practicable after such date, and in any event within three Business Days, the Company shall issue and deliver to the Person or persons entitled to receive the same a certificate or certificates for the number of full shares of Warrant Stock issuable upon such exercise. If this Warrant shall be exercised for less than the total number of shares of Warrant Stock then issuable upon exercise, promptly after surrender of this Warrant upon such exercise, and in any event within three Business Days, the Company will execute and deliver a new warrant, dated the date hereof, evidencing the right of the Holder to the balance of this Warrant Stock purchasable hereunder upon the same terms and conditions set forth in this Warrant.

Voluntary Exercise. This Warrant A Holder may be exercised as exercise a Warrant, in whole or in part (except as to a fractional share), by delivering, not later than 5:00 P.M., New York City time, on any Business Day during the Exercise Period (the “Exercise Date”) to the Warrant Agent at its corporate actions department (i) the Warrant Certificate or Book-Entry Warrant Certificate evidencing the number of Warrant Shares to be issued to the Holder (or its designee) as a result of such exercise (or if the Warrant has been destroyed, stolen or has otherwise been misplaced, an affidavit of loss duly executed by the Holder), at (ii) an election to purchase the Warrant Shares underlying the Warrants to be exercised (a “Notice of Exercise”), properly completed and executed by the Holder in the form annexed to the Warrant Certificate or, in the case of Warrants that are DTC Eligible, properly delivered by the Participant in accordance with the Depository’s procedures. The Warrant Agent shall have no duty or obligation to determine the validity or completeness of any time after Notice of Exercise or to deliver an objection to a Notice of Exercise to any Holder. Notwithstanding the foregoing, the Holder shall be required to physically surrender a Warrant Certificate or Book-Entry Warrant Certificate in physical form in order to effect an exercise with respect to any portion of such Warrant. If fewer than all Warrant Shares issuable upon exercise of the relevant Warrant Certificate or Book-Entry Warrant Certificate are purchased upon any exercise thereof, then promptly following the date of issuance on which the Holder has taken all actions necessary under the terms of this Warrant Agreement for such Holder to receive Warrant Shares and prior to the termination of this Warrant, by the surrender of this Warrant, together with the Notice of Exercise and Investment Representation Statement in the forms attached hereto as Attachments 1 and 2, respectively, duly completed and executed, and containing a form of signature guarantee reasonably acceptable to the Company, at the principal office of the Company, specifying the portion of the Warrant to be exercised and accompanied by payment in full of the Warrant Price in cash or by bank draft or wire transfer with respect to the shares of Warrant Stock being purchased. This Warrant shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided above, and the Person entitled to receive the shares of Warrant Stock issuable upon such exercise shall be treated for all purposes as become the holder of record of such shares of record as Warrant Shares and at the request of the close of business on such date. As promptly as practicable after such date, and in any event within three Business Days, Holder (provided that the Company shall issue and deliver Holder has delivered the original Warrant Certificate or Book-Entry Warrant Certificate to the Person or persons entitled to receive the same a certificate or certificates for the number of full shares of Warrant Stock issuable upon such exercise. If this Warrant shall be exercised for less than the total number of shares of Warrant Stock then issuable upon exercise, promptly after surrender of this Warrant upon such exercise, and in any event within three Business DaysAgent), the Company will execute and the Warrant Agent shall countersign (by either manual or facsimile signature) and deliver to the Holder or its assigns a new warrant, Warrant Certificate or Book-Entry Warrant Certificate (dated the date hereof, such Holder is deemed to have become the holder of record of such Warrant Shares) evidencing the right unexercised portion of the Holder relevant Warrant Certificate or Book-Entry Warrant Certificate. If any of (A) the Warrant Certificate or Book-Entry Warrant Certificate, if applicable, or (B) the Notice of Exercise, is received by the Warrant Agent after 5:00 P.M., New York City time, on the specified Exercise Date, the Warrants will be deemed to be received and exercised on the Business Day next succeeding the specified Exercise Date. If the date specified as the Exercise Date is not a Business Day, the Warrants will be deemed to be received and exercised on the next succeeding day that is a Business Day. If the Warrants are received or deemed to be received after the Expiration Date, the exercise thereof will be null and void and any funds delivered to the balance Warrant Agent will be returned to the Holder. In no event will interest accrue on funds deposited with the Warrant Agent in respect of this an exercise or attempted exercise of Warrants. The validity of any exercise of Warrants will be determined by the Warrant Stock purchasable hereunder Agent in its sole discretion and such determination will be final and binding upon the same terms Holder and conditions set forth in this Warrantthe Company. Neither the Company nor the Warrant Agent shall have any obligation to inform a Holder of the invalidity of any exercise of any Warrants.