Common use of Warrant Certificates Clause in Contracts

Warrant Certificates. The Class A Transferable Warrants will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will -------------------- initially be issued in global form (the "Global Warrants"), substantially in the --------------- form of Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall ---------------------------- be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive ---------- Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants -------- will be issued in certificated form in the form of Exhibit B heretoform, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be issued in global form (the "Global WarrantsGLOBAL WARRANTS"), substantially in the form of Exhibit A hereto. Any certificates evidencing (including the Global Warrants to be delivered pursuant to this Agreement text accompanying footnotes 1 and 2 thereto but excluding such footnotes), and in definitive form (the "Class A Warrant CertificatesDEFINITIVE WARRANTS") shall be ), substantially in the form set forth in of Exhibit A hereto(not including footnotes 1 and 2 thereto or the text accompanying such footnotes). Such Global Warrants Each Definitive Warrant shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each Global Warrant shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary depositary with respect to the Global Warrants (as defined belowthe "DEPOSITARY") in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the CompanyCompany and the Warrant Agent. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and the Warrant Agent Class A Transferable separate Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 7 below. Class B Non-Transferable Any certificates (the "WARRANT CERTIFICATES") evidencing the Global Warrants will or the Definitive Warrants to be issued in certificated form delivered pursuant to this Agreement shall be substantially in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 belowExhibit A attached hereto.

Warrant Certificates. The Class A Transferable Warrants will initially be -------------------- issued in global form (the "Global Warrants"), substantially in the form of --------------- Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be -------------------- substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 ------------------- below.

Warrant Certificates. The Class A Transferable Subject to Section 7 hereof, the Warrants will initially shall be issued in global form (a) via book-entry registration on the "Global Warrants")books and records of the Warrant Agent and evidenced by a Warrant Statement, substantially and/or (b) in the form of Exhibit A hereto. Any one or more global certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A “Global Warrant Certificates") shall be ”), in substantially in the form set forth in Exhibit A attached hereto. Such The Warrant Statements and Global Warrants Warrant Certificates may bear such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Warrant Agreement, and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any law or with any rules made pursuant thereto or with any rules of any securities exchange or as may, consistently herewith, be determined by (i) in the case of Global Warrant Certificates, the Appropriate Officers (as defined below) executing such Global Warrant Certificates, as evidenced by their execution of the Global Warrant Certificates, or (ii) in the case of Warrant Statements, any Appropriate Officer, and all of which shall be reasonably acceptable to the Warrant Agent. The Global Warrant Certificates shall be deposited on or after the date hereof with, or with the Warrant Agent as custodian for, The Depository Trust Company (the “Depository”) and registered in the name of Cede & Co., as the Depository’s nominee. Each Global Warrant Certificate shall represent such number of the outstanding Class A Transferable Warrants as shall be specified therein therein, and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) , in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a terms of this Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any certificates evidencing (including the Global Warrants to be delivered pursuant to this Agreement text accompanying footnotes 1 and 2 thereto but excluding such footnotes), and in definitive form (the "Class A Warrant CertificatesDefinitive Warrants") shall be ), substantially in the form set forth in of Exhibit A hereto(not including footnotes 1 and 2 thereto or the text accompanying such footnotes). Such Global Warrants Each Definitive Warrant shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each Global Warrant shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the CompanyCompany and the Warrant Agent. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and the Warrant Agent Class A Transferable separate Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 7 below. Class B Non-Transferable Any certificates (the "Warrant Certificates") evidencing the Global Warrants will or the Definitive Warrants to be issued in certificated form delivered pursuant to this Agreement shall be substantially in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 belowExhibit A attached hereto.

Warrant Certificates. The Class A Transferable Certificates evidencing the Warrants (the "Warrant Certificates") initially will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A heretoattached hereto (including the text referred to in footnotes 1 and 2 thereto). Any certificates evidencing the Each Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Company initially appoints The Depository Trust Company shall ("DTC") to act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the CompanyCompany and the Warrant Agent. Upon written Subject to the terms hereof, upon request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and the Warrant Agent Class A Transferable separate Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (not including the text referred to in the name of footnotes 1 and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below2 thereto).

Warrant Certificates. The Class A Transferable Warrants will initially be issued either in global form (the "Global Warrants"), substantially in the form of Exhibit A heretohereto (including the footnote thereto), or in registered form as definitive warrant certificates (the "Definitive Warrants"). Any certificates (the "Warrant Certificates") evidencing the Global Warrants or the Definitive Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, provided that the issuance of Additional Warrants (as defined in the Purchase Agreement) on each date set forth in Section 5.5 of the Purchase Agreement shall require the issuance of a new Global Warrant or Definitive Warrant with respect to the Additional Warrants issued on such date. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be -------------------- issued either in global form (the "Global Warrants"), substantially in the form of Exhibit A heretohereto (including the footnote thereto), or in registered form as definitive warrant certificates (the "Definitive Warrants"). Any certificates (the "Warrant Certificates") evidencing the Global Warrants or the Definitive Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, provided that the issuance of Additional Warrants (as defined in the Purchase Agreement) on each date set forth in Section 5.5 of the Purchase Agreement shall require the issuance of a new Global Warrant or Definitive Warrant with respect to the Additional Warrants issued on such date. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable certificates evidencing the Warrants will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be in registered form only and shall be substantially in the form set forth in Exhibit A attached hereto. Such Each Warrant Certificate to be issued in global form (a "Global Warrants Warrant") shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and exercises. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and or the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Company initially appoints The Depository Trust Company shall ("DTC") to act as the Depositary with respect to the Global Warrants until Warrants. Beneficial owners of interests in a successor shall be appointed by the Company. Upon written request, a Global Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (but without the text referred to in footnote 1 thereto) in the name of such beneficial owners in accordance with the procedures of the Warrant Agent and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in Depositary. In connection with the merger execution and delivery of Algos with such Definitive Warrants, the Warrant Agent shall reflect on its books and into Sub pursuant records a decrease in the amount of the Warrants represented by the relevant Global Warrant equal to the Merger Agreementamount of such Definitive Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more Definitive Warrants in an aggregate amount equal to the amount of such decrease. -------- (1) These numbers Definitive Warrants shall initially be issued to Hyatt Gaming and Libra. Each of Hyatt Gaming and Libra may be adjusted deliver its Definitive Warrant to the Warrant Agent and may request that the Warrant Agent reflect such holder's interests in such holder's Warrants in the final Endo form of a Global Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class certificates evidencing the Warrants (the "Warrant Certificates") to be delivered pursuant to this Agreement shall be in registered form only and shall be substantially in the form set forth in Exhibit A Transferable attached hereto and shall, prior to the Separation Date (as defined herein), bear the legend set forth in Exhibit B attached hereto. The Warrants initially will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A heretoattached hereto (including the text referred to in footnotes 1 and 2 thereto). Any certificates evidencing the The Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and exercises. Any endorsement of a the Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and or the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Company initially appoints The Depository Trust Company ("DTC") to act as Depositary with respect to the Warrants in global form. Each Global Warrant shall bear the following legend on the face thereof: "Unless and until it is exchanged in whole or in part for Warrants in definitive form, this Warrant may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written requestUnless this certificate is presented by an authorized representative of The Depository Trust Company (55 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx) ("XXX"), to the Company or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or such other name as may be requested by an authorized representative of DTC (and any payment is made to Cede & Co. or such other entity as may be requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein." Beneficial owners of interests in a Global Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (but without the text referred to in footnotes 1 and 2 thereto) in the name of such beneficial owners in accordance with the procedures of the Warrant Agent and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in Depositary. In connection with the merger execution and delivery of Algos with such Definitive Warrants, the Warrant Agent shall reflect on its books and into Sub pursuant records a decrease in the principal amount of the relevant Global Warrant equal to the Merger Agreement. -------- (1) These numbers may be adjusted number of such Definitive Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more Definitive Warrants in the final Endo Warrant. See footnotes 2-5 belowan equal aggregate number.

Warrant Certificates. (a) The Class A Transferable certificates representing the Warrants ("Warrant Certificates") will initially be issued in the form of one or more registered global form warrants (the "Global Warrants"), ) substantially in the form of Exhibit A attached hereto, which shall be deposited with the Warrant Agent, as custodian for the Depositary (as defined below), and registered in the name of DTC or the nominee of DTC for credit to the accounts of DTC's Direct and Indirect Participants. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (shall bear the "Class A Warrant Certificates") shall be substantially in the form legend set forth in Exhibit A B(1) attached hereto. Such The Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein therein, and each Global Warrant shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company DTC shall act as the Depositary "Depositary" with respect to the Global Warrants until a successor shall be appointed by the CompanyCompany and the Warrant Agent. Upon written request, a Warrant holder who holds Class A Transferable of Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as or the Depositary definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 belowhereof.

Warrant Certificates. The Class A Transferable Warrants will initially be issued either in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any hereto (including footnote 1 thereto) or in registered form as definitive Warrant certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant CertificatesDefinitive Warrants") shall be ), substantially in the form set forth in of Exhibit A heretohereto (excluding footnote 1 thereto). Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary Depository (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company (the "Depository") shall act as the Depositary Depository with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary Depository and Warrant Agent Class A Transferable Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be issued in -------------------- global form (the "Global Warrants"), substantially in the form of Exhibit A heretohereto (including footnote 1 thereto). Any certificates (the "Warrant Certificates") evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be issued -------------------- in global form (the "Global Warrants"), substantially in the form of Exhibit A --------------- hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be substantially in the -------------------- form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 ------------------- below.

Warrant Certificates. The Class A Transferable certificates evidencing the Warrants will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be in registered form only and shall be substantially in the form set forth in Exhibit A attached hereto. Such Each Warrant Certificate shall, prior to the Separation Date (as defined herein), bear the legend set forth in Exhibit B attached hereto. All of the Warrants initially will be issued in global form (the "Global Warrants Warrant"), substantially in the form of Exhibit A attached hereto (including the text referred to in footnote 1 thereto). Each Global Warrant shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and exercises. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and or the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. Enterprises initially appoints The Depository Trust Company shall ("DTC") to act as the Depositary with respect to the Warrants in global form. Subject to Section 5(n), beneficial owners of interests in a Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (but without the text referred to in footnote 1 thereto) in the name of such beneficial owners in accordance with the procedures of the Warrant Agent and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof Depositary. Subject to Section 5(n), in connection with the merger execution and delivery of Algos with such Definitive Warrants, the Warrant Agent shall reflect on its books and into Sub pursuant records a decrease in the amount of the Warrants represented by the relevant Global Warrant equal to the Merger Agreement. -------- (1) These numbers may be adjusted amount of such Definitive Warrants and Enterprises shall execute and the Warrant Agent shall countersign and deliver one or more Definitive Warrants in an aggregate amount equal to the final Endo Warrant. See footnotes 2-5 belowamount of such decrease.

Warrant Certificates. The Class certificates representing the Series A Transferable Warrants -------------------- ("Warrant Certificates") will initially be issued either in global form (the "Global Warrants") or in ---------------------- --------------- registered form as definitive Warrant Certificates (the "Definitive Warrants"), in either case substantially ------------------- in the form of Exhibit A attached hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (--------- shall bear the "Class A Warrant Certificates") shall be substantially in the form legend set forth in Exhibit A B attached hereto. Such The Global Warrants shall represent such of --------- the outstanding Class Series A Transferable Warrants as shall be specified therein therein, and each Global Warrant shall provide that it shall represent the aggregate amount of outstanding Class Series A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class Series A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class Series A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder Holder thereof. The Depository Trust Company ("DTC") shall act as the Depositary "Depositary" with respect to the Global Warrants until a successor --- ---------- shall be appointed by the CompanyCompany and the Warrant Agent. Upon written request, a Warrant holder who holds Class Holder of Series A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable or the Depositary Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 belowhereof.

Warrant Certificates. The Class A Transferable Warrants will initially -------------------- be issued in global form (the "Global Warrants"), substantially in the form of --------------- Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be -------------------- substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a -------- 1These numbers shall be adjusted in the final Endo Warrant. See footnotes 2-5 below. Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 ------------------- below.

Warrant Certificates. (a) The Class A Transferable certificates representing the Series B Warrants -------------------- ("Warrant Certificates") will initially be issued either in global form (the "Global Warrants") or in registered ---------------------- --------------- form as definitive Warrant Certificates (the "Definitive Warrants"), in either case substantially in the form of ------------------- Exhibit A attached hereto. Each Warrant Certificate, except as otherwise specified in Section 2(b), shall bear a --------- legend substantially to the effect set forth in Exhibit B(1). Any certificates evidencing the Global Warrants to be delivered pursuant to ------------ this Agreement (shall bear the "Class A Warrant Certificates") shall be substantially in the form legend set forth in Exhibit A B(2) attached hereto. Such The Global Warrants shall ------------ represent such of the outstanding Class A Transferable Series B Warrants as shall be specified therein therein, and each Global Warrant shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Series B Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Series B Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Series B Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder Holder thereof. The Depository Trust Company ("DTC") shall act as the Depositary "Depositary" with respect to the Global Warrants until a successor shall --- ---------- be appointed by the CompanyCompany and the Warrant Agent. Upon written request, a Warrant holder who holds Class A Transferable Holder of Series B Warrants may receive from the Depositary and Warrant Agent Class A Transferable or the Depositary Definitive Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 belowhereof.

Warrant Certificates. The Class A Transferable certificates evidencing the Warrants will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be in registered form only and shall be substantially in the form set forth in Exhibit A attached hereto. Such Each Warrant Certificate to be issued in global form (a "Global Warrants Warrant") shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and exercises. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and or the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Company initially appoints The Depository Trust Company shall ("DTC") to act as the Depositary with respect to the Global Warrants until Warrants. Beneficial owners of interests in a successor shall be appointed by the Company. Upon written request, a Global Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (but without the text referred to in footnote 1 thereto) in the name of such beneficial owners in accordance with the procedures of the Warrant Agent and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in Depositary. In connection with the merger execution and delivery of Algos with such Definitive Warrants, the Warrant Agent shall reflect on its books and into Sub pursuant records a decrease in the amount of the Warrants represented by the relevant Global Warrant equal to the Merger Agreementamount of such Definitive Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more Definitive Warrants in an aggregate amount equal to the amount of such decrease. -------- (1) These numbers Definitive Warrants shall initially be issued to the Purchasers. Any Purchaser may be adjusted deliver its Definitive Warrant to the Warrant Agent and may request that the Warrant Agent reflect such holder's interests in such holder's Warrants in the final Endo form of a Global Warrant. See footnotes 2-5 below.

Warrant Certificates. The Class A Transferable Warrants will initially be -------------------- issued in global form (the "Global Warrants"), substantially in the form of --------------- Exhibit A hereto. Any certificates evidencing the Global Warrants to be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be -------------------- substantially in the form set forth in Exhibit A hereto. Such Global Warrants shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate. Any endorsement of a Global Warrant to reflect the amount of any increase or decrease in the amount of __________________ /1/ These numbers shall be adjusted in the final Endo Warrant. See footnotes 2-5 below. outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and the Depositary (as defined below) in accordance with instructions given by the holder thereof. [The Depository Trust Company Company] shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written request, a Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form in the form of Exhibit B hereto, in the name of and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in connection with the merger of Algos with and into Sub pursuant to the Merger Agreement. -------- (1) These numbers may be adjusted in the final Endo Warrant. See footnotes 2-5 ------------------- below.

Warrant Certificates. The Class Warrant Certificates shall be in registered form only and shall be substantially in the form set forth in Exhibit A Transferable attached hereto and shall, prior to the Separation Date (as defined herein), bear the legend set forth in Exhibit B attached hereto. The Unit Warrants initially will initially be issued in global form (the "Global Warrants"), substantially in the form of Exhibit A heretoattached hereto (including the text referred to in footnotes 1 and 2 thereto). Any certificates evidencing the Global The UBS Warrants to will be delivered pursuant to this Agreement (the "Class A Warrant Certificates") shall be issued initially in definitive form, substantially in the form set forth in of Exhibit A heretoattached hereto (but without the text referred to in footnotes 1 and 2 thereto), but, at any time after the Separation Date, at the Initial Purchaser's option may be exchanged for interests in the Global Warrant. Such The Global Warrants Warrant shall represent such of the outstanding Class A Transferable Warrants as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Class A Transferable Warrants from time to time endorsed thereon and that the aggregate amount of outstanding Class A Transferable Warrants represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and exercises. Any endorsement of a the Global Warrant to reflect the amount of any increase or decrease in the amount of 3 outstanding Class A Transferable Warrants represented thereby shall be made by the Warrant Agent and or the Depositary depositary with respect to the Global Warrants (as defined belowthe "Depositary") in accordance with instructions given by the holder thereof. The Company initially appoints The Depository Trust Company ("DTC") to act as Depositary with respect to the Warrants in global form. Each Global Warrant shall bear the following legend on the face thereof: "Unless and until it is exchanged in whole or in part for Warrants in definitive form, this Warrant may not be transferred except as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. The Depository Trust Company shall act as the Depositary with respect to the Global Warrants until a successor shall be appointed by the Company. Upon written requestUnless this certificate is presented by an authorized representative of The Depository Trust Company (55 Watex Xxxxxx, Xxx Xxxx, Xxx Xxxx) ("XXX"), xx the Company or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or such other name as may be requested by an authorized representative of DTC (and any payment is made to Cede & Co. or such other entity as may be requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein." Beneficial owners of interests in a Global Warrant holder who holds Class A Transferable Warrants may receive from the Depositary and Warrant Agent Class A Transferable Warrants in registered definitive form as definitive Warrant Certificates (the "Definitive Warrants") as set forth in Section 6 below. Class B Non-Transferable Warrants will be issued in certificated form ), substantially in the form of Exhibit B hereto, A attached hereto (but without the text referred to in footnotes 1 and 2 thereto) in the name of such beneficial owners in accordance with the procedures of the Warrant Agent and in the denomination as set forth in the applicable letter of transmittal accompanying the shares of common stock of Algos surrendered by the holder thereof in Depositary. In connection with the merger execution and delivery of Algos with such Definitive Warrants, the Warrant Agent shall reflect on its books and into Sub pursuant records a decrease in the principal amount of the relevant Global Warrant equal to the Merger Agreement. -------- (1) These numbers may be adjusted amount of such Definitive Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more Definitive Warrants in the final Endo Warrant. See footnotes 2-5 belowan equal aggregate amount.