Common use of Xxxxxx’s Exercise Limitations Clause in Contracts

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would exceed six and 24/100 percent (6.24%) of the issued and outstanding Common Stock (such amount, the “6.24% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect to the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”). The determination of whether the 6.24% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.24% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that the 6.24% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would exceed six zero and 24/100 69/100 percent (6.240.69%) of the issued and outstanding Common Stock (such amount, the “6.240.69% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect to the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”). The determination of whether the 6.240.69% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.240.69% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that the 6.240.69% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would exceed six four and 24/100 61/100 percent (6.244.61%) of the issued and outstanding Common Stock (such amount, the “6.244.61% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect to the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”). The determination of whether the 6.244.61% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.244.61% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that the 6.244.61% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would (i) result in the Holder owning 20% or more of the outstanding shares of Common Stock or voting power, and such ownership or voting power would be the largest ownership position in the Company, thereby resulting in a change of control of the Company pursuant to NASDAQ Listing Rule 5635(b) (the “Change of Control Limitation”) or (ii) exceed six twelve and 24/100 84/100 percent (6.2412.84%) of the issued and outstanding Common Stock (such amount, the “6.2412.84% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect ); provided, that the Change of Control Limitation will not be applicable to the extent the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”seeks and obtains shareholder approval in accordance with NASDAQ Listing Rule 5635(b). The determination of whether the 6.24Change of Control Limitation or the 12.84% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.24Change of Control Limitation or 12.84% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that neither the 6.24Change of Control Limitation nor the 12.84% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would exceed six zero and 24/100 46/100 percent (6.240.46%) of the issued and outstanding Common Stock (such amount, the “6.240.46% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect to the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”). The determination of whether the 6.240.46% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.240.46% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that the 6.240.46% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.

Xxxxxx’s Exercise Limitations. The Holder shall not have the right to exercise any portion of this Warrant, and the Company shall not effect any exercise of this Warrant, to the extent that (i) after giving effect to the issuance of Warrant Shares as set forth in the applicable Exercise Notice, the Warrant Shares so issued, together with any and all Warrant Shares previously issued pursuant to a partial exercise of this Warrant, would exceed six twelve and 24/100 84/100 percent (6.2412.84%) of the issued and outstanding Common Stock (such amount, the “6.2412.84% Exercise Limitation”) or (ii) any such exercise would result in an “ownership change” with respect to the Company within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Section 382 Exercise Limitation”). The determination of whether the 6.2412.84% Exercise Limitation applies, and the extent to which it applies, shall be in the sole discretion of the Holder, and the submission of an Exercise Notice shall be deemed to be the Holder’s determination of the extent to which this Warrant is exercisable. Notwithstanding anything to the contrary herein, the Company shall have no obligation to determine whether the 6.2412.84% Exercise Limitation has been exceeded at any particular time and, unless otherwise notified in writing by the Holder prior to the applicable date of determination, the Company shall be permitted to assume that the 6.2412.84% Exercise Limitation has not been exceeded. The determination of whether the Section 382 Exercise Limitation applies, and the extent to which it applies, shall be made by the Company in its sole discretion. Upon the written request of the Holder, the Company shall, within two (2) Business Days, confirm to the Holder the number of shares of Common Stock then outstanding.