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Acknowledgement Regarding Buyers’ Trading Activity. It is understood and acknowledged by the Company that # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers have been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) any securities of the Company, or “derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # any Buyer, and counterparties in “derivative” transactions to which any such Buyer is a party, directly or indirectly, presently may have a “short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents; and # each Buyer shall not be deemed to have any affiliation with or control over any arm’s length counterparty in any “derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below) one or more Buyers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, and such hedging and/or trading activities, if any, can reduce the value of the existing stockholders’ equity interest in the Company both at and after the time the hedging and/or trading activities are

Acknowledgement Regarding Buyers’Buyers’ Trading Activity. It is understood and acknowledged by the Company that # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers have been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) any securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # any Buyer, and counterparties in “derivative”“derivative” transactions to which any such Buyer is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’Buyer’s knowledge of the transactions contemplated by the Transaction Documents; and # each Buyer shall not be deemed to have any affiliation with or control over any arm’arm’s length counterparty in any “derivative” transaction.“derivative” transaction; and # each Buyer may rely on the Company’s obligation to timely deliver shares of Common Stock upon exercise or exchange, as applicable, of the Securities as and when required pursuant to the Transaction Documents for purposes of effecting trading in the Common Stock of the Company. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below) one or more Buyers may engage in hedging and/or trading activities (including, without limitation, the location and/or reservation of borrowable shares of Common Stock) at various times during the period that the Securities are outstanding,outstanding and such hedging and/or trading activities,activities (including, without limitation, the location and/or reservation of borrowable shares of Common Stock), if any, can reduce the value of the existing stockholders’stockholders’ equity interest in the Company both at and after the time the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging and/or trading activities do not constitute a breach of this Agreement or any other Transaction Document or any of the documents executed in connection herewith or therewith.

AcknowledgementAcknowledgment Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(g) and 4.14] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term;term, # past or future open market or other transactions by any Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities, # any Buyer,Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, may presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents; and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Conversion Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

Acknowledgement Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(f) and 4.13] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # past or future open market or other transactions by any Buyer,Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; # any Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents;Stock, and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

Acknowledgement Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(f) and 4.13] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # past or future open market or other transactions by any Buyer,Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; # any Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents;Stock, and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

Acknowledgement Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(e) and 4.14] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # past or future open market or other transactions by any Buyer,Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; # any Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents;Stock, and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

Acknowledgement Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(e) and 4.14]4] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term; # past or future open market or other transactions by any Buyer,Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; # any Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents;Stock, and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

AcknowledgementAcknowledgment Regarding Buyers’Purchaser’s Trading Activity. ItAnything in this Agreement or elsewhere herein to the contrary notwithstanding (except for [Sections 3.2(f) and 4.14] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchasers has been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the Securities for any specified term;term, # past or future open market or other transactions by any Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities, # any Buyer,Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such BuyerPurchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents; and # each BuyerPurchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below)# one or more BuyersPurchasers Purchaser may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, including, without limitation, during the periods that the value of the Warrant Shares deliverable with respect to Securities are being determined, and # such hedging and/or trading activities, if any, canactivities (if any) could reduce the value of the existing stockholders’stockholders' equity interestinterests in the Company both at and after the time that the hedging and/or trading activities are being conducted. The Company acknowledges that such aforementioned hedging activities do not constitute a breach of any of the Transaction Documents.

Acknowledgement Regarding Buyers’Purchaser’s Trading Activity. ItNotwithstanding anything in this Agreement or elsewhere to the contrary (except for [Sections 3.2(f) and 4.10]0] hereof), it is understood and acknowledged by the Company thatthat: # following the public disclosure of the transactions contemplated by the Transaction Documents, in accordance with the terms thereof, none of the Buyers havePurchaser has not been asked by the Company or any of its Subsidiaries to agree, nor has any Buyer agreed with the Company or any of its Subsidiaries,Purchaser agreed, to desist from effecting any transactions in or with respect to (including, without limitation, purchasing or selling, long and/or short) anyshort, securities of the Company, or “derivative”“derivative” securities based on securities issued by the Company or to hold any of the SecuritiesShares for any specified term; # any Buyer,past or future open market or other transactions by the Purchaser, specifically including, without limitation, Short Sales or “derivative” transactions, before or after the closing of this or future private placement transactions, may negatively impact the market price of the Company’s publicly-traded securities; # the Purchaser, and counterpartiescounter-parties in “derivative”“derivative” transactions to which any such Buyerthe Purchaser is a party, directly or indirectly, presently may have a “short”“short” position in the Common Stock which was established prior to such Buyer’s knowledge of the transactions contemplated by the Transaction Documents;Stock, and # each Buyerthe Purchaser shall not be deemed to have any affiliation with or control over any arm’arm’s length counterpartycounter-party in any “derivative”“derivative” transaction. The Company further understands and acknowledges that following# the public disclosure of the transactions contemplated by the Transaction Documents pursuant to the Press Release (as defined below) one or more BuyersPurchaser may engage in hedging and/or trading activities at various times during the period that the Securities are outstanding, and such hedging and/or trading activities, if any, can reduce the value of the existing stockholders’ equity interest in the Company both at and after the time the hedging and/or trading activities are

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