Common use of Additional Warrants Clause in Contracts

Additional Warrants. 1.4.1. The Company hereby agrees to issue, in the event that the Reset Price is equal to 50% of the Initial Exercise Price, to each Qualified Holder two Warrants (“Additional Warrants”) for each one Qualified Warrant held by such holder on the date that such Reset Price becomes effective. The Additional Warrants and the shares of Common Stock issuable upon exercise thereof are hereinafter referred to together as the “Additional Securities.” If there are no Additional Warrants issued as a result of the Reset Price, until the later of (a) two years after the date the Warrants are issued or (b) the date no Qualified Holders (as defined below) hold any Warrants, in the event of a reduction of the exercise price of the Warrants, in aggregate, to 50% of the Initial Exercise Price as a result of a Dilutive Issuance, each Qualified Holder will two Additional Warrants for each one Qualified Warrant held by such holder on the date of such reduction. The maximum number of Warrants subject to such adjustment by a given Qualified Holder will be limited to the number of Warrants purchased by such Qualified Holder in connection with this offering. Additional Warrants shall only be issued to Qualified Holders if the Reset Price is equal to 50% of the Initial Exercise Price or on the first Dilutive Issuance which causes the exercise price to be equal to 50% of the Initial Exercise Price, there being only one event requiring the issuance of the Additional Warrants.

Additional Warrants. 1.4.1. The Company hereby agrees to issue, in To the event extent that the Reset Price is equal to 50% any portion of the Initial Exercise Priceprincipal amount of this Promissory Note remains outstanding, on each Additional Warrant Issue Date the Company shall be obligated to each Qualified issue to the Holder two Additional Warrants (“Additional Warrants”) for each one Qualified Warrant held by such holder on the date that such Reset Price becomes effectiveto purchase Class B Stock. The Additional Warrants shall be issued within three (3) Business Days of each Additional Warrant Issue Date and shall be substantially in the form of Exhibit B to the Loan Agreement. The exercise price per share of Series B Stock underlying the Additional Warrants shall be the VWAP for the Series B Stock for the ten (10) Trading Days ending on the Trading Day immediately preceding the applicable Additional Warrant Issue Date (the “Per Share Price”). The number of shares of Common Class B Stock underlying the Additional Warrants to be issued in respect of each Additional Warrant Issue Date shall be determined as follows: (i) the aggregate number of shares of Class B Stock underlying all Additional Warrants to be issued pursuant to all outstanding Promissory Notes in respect of each Additional Warrant Issue Date shall be calculated by dividing (A) the amount that is the Coverage Percentage of the then outstanding Principal Amount of all such Promissory Notes on the relevant Additional Warrant Issue Date, by (B) the Per Share Price, then (ii) 10% of the aggregate number of Warrant Shares will be issuable upon exercise thereof are hereinafter referred to together as CF Special Situation Fund I LP and CF Special Situation Fund II LP (collectively, the “Additional Securities.” If there are no Lead Lenders”), allocated as follows: (A) 9.4% to CF Special Situation Fund I, LP and (B) 0.6% to CF Special Situation Fund II LP, and then (ii) the remaining 90% of such aggregate number of Warrant Shares will be allocated among the Additional Warrants issued as a result to all Lenders (including the Lead Lenders) based on each Holder’s pro rata portion of the Reset Priceaggregate then outstanding Principal Amount of all such Promissory Notes. As used herein, until the later term (x) “Additional Warrant Issue Date” shall mean the first day of each calendar month (or if such day is not a Business Day, then the next succeeding Business Day) beginning on July 1, 2017, and ending on the earlier of (aA) two years after the date the Warrants are issued or December 1, 2017 and (bB) the date no Qualified Holders day that the principal amount of this Promissory Note is paid in full, (as defined belowy) hold any Warrants“Coverage Percentage shall mean ten percent (10%) for July 1, in the event of a reduction of the exercise price of the Warrantsand August 1, in aggregate2017 and seven and one-half percent (7.5%) for September 1, to 50% of the Initial Exercise Price as a result of a Dilutive IssuanceOctober 1, each Qualified Holder will two Additional Warrants for each one Qualified Warrant held by such holder on the date of such reduction. The maximum number of Warrants subject to such adjustment by a given Qualified Holder will be limited to the number of Warrants purchased by such Qualified Holder in connection with this offering. Additional Warrants shall only be issued to Qualified Holders if the Reset Price is equal to 50% of the Initial Exercise Price or on the first Dilutive Issuance which causes the exercise price to be equal to 50% of the Initial Exercise PriceNovember 1, there being only one event requiring the issuance of the Additional Warrantsand December 1, 2017.

Additional Warrants. 1.4.1. The Company hereby agrees to issue, in In the event that the Reset Price is equal to 50% purchasers of securities in a Qualifying Proposal (the Initial Exercise Price, to each Qualified Holder two Warrants “QP Purchasers”) are issued warrants or other convertible securities (the “Additional New Warrants”) for in addition to the securities constituting the Qualifying Proposal (the “QP Securities”), then the Company shall also issue to each one Qualified Warrant held by Investor under the Agreement its proportionate number of New Warrants having the same terms and provisions, including as to exercise price, as the New Warrants that are issued to QP Purchasers; provided that the exercise date of such holder on warrants shall be 61 days after the date that such Reset Price becomes the Mandatory Registration Statement required by Section 2 shall become effective. The Additional Warrants and the shares of Common Stock issuable upon exercise thereof are hereinafter referred to together as the “Additional Securities.” If there are no Additional New Warrants issued as a result to the Investors shall, in the aggregate, be exercisable for the number of the Reset Price, until the later of Additional Shares determined by multiplying (a) two years after the date the Warrants are issued 2,500,000, as adjusted for any stock splits, stock dividends or similar events by (b) the date no Qualified Holders (as defined below) hold any Warrants, in the event of a reduction one-half of the exercise price fraction, (i) the numerator of the Warrants, in aggregate, to 50% of the Initial Exercise Price as a result of a Dilutive Issuance, each Qualified Holder will two Additional Warrants for each one Qualified Warrant held by such holder on the date of such reduction. The maximum number of Warrants subject to such adjustment by a given Qualified Holder will be limited to which is the number of shares of common stock of the Company into which the New Warrants purchased issued to the QP Purchasers are exercisable and (ii) the denominator of which is number of shares of common stock of the Company issued to the QP Purchasers. Such New Warrants shall be issued to the Investors based on the number of Registrable Shares held by each Investor as of the date hereof. If the QP Investors are issued securities other than common stock of the Company or if the New Warrants are exercisable for securities other than common stock of the Company, then the foregoing provisions shall be adjusted to take into account the common stock equivalent status of such Qualified Holder securities and the Company shall not issue any securities in connection with this offeringthe Qualifying Proposal until such adjustment is agreed between the parties hereto. Additional Warrants This Amendment and the waiver of Liquidated Damages shall only be issued to Qualified Holders if the Reset Price is equal to 50% of the Initial Exercise Price or on the first Dilutive Issuance which causes the exercise price to be equal to 50% of the Initial Exercise Price, there being only one event requiring conditioned upon the issuance of the Additional WarrantsNew Warrants to Investor in accordance with the terms of this Section 8.

Additional Warrants. 1.4.1. The Company hereby agrees Each Additional Warrant shall entitle PubCo to issue, in purchase the event that the Reset Price is number of Common Units equal to 50% the corresponding Additional Warrant Entitlement set forth on Schedule A to this Amendment (subject to adjustment as described below) at a price of the Initial Exercise Price$7.66 per Common Unit (subject to adjustment as described below, to each Qualified Holder two Warrants (“Additional Warrants”) for each one Qualified Warrant held by such holder on the date that such Reset Price becomes effective. The Additional Warrants and the shares of Common Stock issuable upon exercise thereof are hereinafter referred to together as the “Additional Securities.” If there are no Warrant Exercise Price”). Upon each exercise, in whole or in part, of an Additional Warrants issued PubCo Warrant, the corresponding Additional Warrant set forth on Schedule A to this Amendment shall automatically be exercised, and PubCo shall pay to the Company, as a result Capital Contribution, the Additional Warrant Exercise Price for such Additional Warrant upon receipt by PubCo of the Reset Price, until warrant price for the later of (a) two years after the date the Warrants are issued or (b) the date no Qualified Holders (as defined below) hold any Warrants, in the event of a reduction of the exercise price of the Warrants, in aggregate, to 50% of the Initial Exercise Price as a result of a Dilutive Issuance, each Qualified Holder will two Additional Warrants for each one Qualified PubCo Warrant held by such holder on the date of such reductionso exercised. The maximum number of Warrants subject to such adjustment by a given Qualified Holder will be limited to Whenever the number of Warrants purchased by such Qualified Holder in connection with this offering. Additional Warrants shall only be issued to Qualified Holders if the Reset Price is equal to 50% shares of the Initial Exercise Price or on the first Dilutive Issuance which causes Class A Stock purchasable upon the exercise price to be equal to 50% of the Initial Exercise Price, there being only one event requiring the issuance of the Additional WarrantsPubCo Warrants or the warrant price for the Additional PubCo Warrants is adjusted pursuant to the terms of the Additional PubCo Warrant Agreement, a corresponding adjustment shall be made to the Additional Warrant Entitlement or the Additional Warrant Exercise Price (or both), as applicable. From and after the Amendment Date, subject to the foregoing provisions of this Section 3.9, any adjustments or changes in the information set forth in Schedule A to this Amendment shall not require any amendment or other change to Schedule A. For federal income tax purposes, the Company and the Members intend (i) to treat each Additional Warrant as a “noncompensatory option” within the meaning of Treasury Regulations Sections 1.721-2(f) and 1.761-3(b)(2), and (ii) not to treat any Additional Warrant as exercised and not to treat any Additional Warrant as a partnership interest prior to the exercise of such Additional Warrant pursuant to this Section 3.9 in accordance with Treasury Regulations Section 1.761-3(a).

Additional Warrants. 1.4.1. The Company hereby agrees to issue, in In the event that the Reset Price is equal Company fails for any reason to 50% redeem when so required the shares of its Series E Preferred Stock, pursuant to and in accordance with Section 8(a) of the Initial Exercise PriceCompany's Amended and Restated Certificate of Incorporation (the "Series E Mandatory Redemption") on the dates required therein (irrespective of the reason for such failure, including any failure due to each Qualified Holder two Warrants (“Additional Warrants”) restrictions under applicable law or under agreements for indebtedness entered into by the Company), the Company shall issue to the holder hereof a warrant to purchase 20 shares of Common Stock of the Company, on the same terms contained herein, for each one Qualified Warrant 200 shares of Series E Preferred Stock held by such holder on (the date "Additional Warrant"); provided that such Reset Price becomes effective. The Additional Warrants and the shares issuance of Common Stock issuable upon exercise thereof are hereinafter referred to together as the “Additional Securities.” If there are no Additional Warrants issued as a result of the Reset Price, until the later of (a) two years after the date the Warrants are issued or (b) the date no Qualified Holders (as defined below) hold any Warrants, in the event of a reduction of the exercise price of the Warrants, in aggregate, to 50% of the Initial Exercise Price as a result of a Dilutive Issuance, each Qualified Holder will two Additional Warrants for each one Qualified Warrant held by such holder on the date of such reduction. The maximum number of Warrants subject to such adjustment by a given Qualified Holder will be limited to the number of Warrants purchased by such Qualified Holder in connection with this offering. Additional Warrants shall only be made on the date which is three months after the Series E Mandatory Redemption Date (as such term is defined in said Certificate) on which such failure to redeem occurred (an "Additional Warrants Issue Date"), provided no Series E Mandatory Redemption (as such term is defined in said Certificate) has occurred as of such date. In addition, Additional Warrants shall be issued to Qualified Holders if by the Reset Price is equal to 50% Company again on each successive three month anniversary of the Initial Exercise Price or original Additional Warrants Issue Date, if, and only to the extent, the Series E Mandatory Redemption has not been fully consummated by the Company on the first Dilutive Issuance date of any such anniversary. Any such anniversary date shall also constitute an Additional Warrants Issue Date. Notwithstanding anything herein to the contrary, no Additional Warrants shall be issued by the Company after the date which causes is thirty-six (36) months after said Series E Mandatory Redemption Date. Notwithstanding the exercise price to be equal to 50% foregoing, in the event the Company redeems less than all of the Initial Exercise PriceSeries E Preferred Stock it is required to so redeem on the Series E Mandatory Redemption Date, there being the Company shall only one event requiring be required to issue to the issuance holder hereof on any Additional Warrants Issue Date that percentage of the Additional WarrantsWarrants which is equivalent to the percentage of Series E Preferred Stock which was, at the applicable Additional Warrants Issue Date, required to be redeemed from such holder but not so redeemed.