Delivery of Certificates. At the Closing, the Company shall deliver one or more certificates representing the Shares to Purchaser in form and substance satisfactory to Purchaser (“Certificates”), as shall be effective to vest in Purchaser all right, title and interest in and to all of the Shares.

Delivery of Certificates; Registration of Shares. The Company shall deliver certificates for Awarded Shares to the Participant or shall register such Awarded Shares in the Participant’s name, free of restriction under this Agreement, promptly after, and only after, such Awarded Shares have become Vested Shares in accordance with Section 3. In connection with any issuance of a certificate for Restricted Stock, the Participant shall endorse such certificate in blank or execute a stock power in a form satisfactory to the Company in blank and deliver such certificate and executed stock power to the Company.

Delivery of Certificates for Common Shares. Upon the exercise of the purchase rights evidenced by this Warrant, for the Company shall, as soon as practicable following the request of the Holder, provide evidence of the entry into the books and records (in book-entry format) of the Company the number of Common Shares so purchased, in the name of the Holder, as soon as practicable thereafter.

Delivery of Certificates. Unless otherwise provided, any certificate or certificates issued evidencing shares of Restricted Stock shall not be delivered to the Grantee until such shares are free of any restrictions specified by the Committee at the time of grant.

Delivery of Certificates. Unless otherwise provided, any certificate or certificates issued evidencing shares of Preferred Stock and/or the underlying Common Stock issuable upon the conversion of the Preferred Stock shall not be delivered to the Grantee until such shares are free of any restrictions specified by the Committee at the time of grant.

Delivery and Registration of Shares. The Company’s obligation to deliver Shares with respect to an Award will, if the Company requests, be conditioned upon the receipt of a representation as to the investment intention of the Participant to whom such Shares are to be delivered, in such form as the Compensation Committee and/or the Board will determine to be necessary or advisable to comply with the provisions of the Securities Act or any other applicable federal or state securities laws. It may be provided that any representation requirement will become inoperative upon a registration of the Shares or other action eliminating the necessity of the representation under the Securities Act or other state securities laws. The Company will not be required to deliver any Shares under the Plan prior to # the admission of such Shares to listing on any stock exchange or system on which Shares may then be listed, and # the completion of any registration or other qualification of the Shares under any state or federal law, rule or regulation, as the Company determines to be necessary or advisable.

Registration of Shares. The Company agrees that, subject to the terms and conditions of a registration rights agreement to be entered into by and among the Investor, the Other Subscribers, and the Company in the form attached hereto as Exhibit A (the “Registration Rights Agreement”), the Company will register the Shares purchased hereunder on a registration statement (which, if it qualifies, may be a “shelf” registration statement) to allow the resale of such Shares by the Investor. In connection with the Closing, the Investor and the Company each agree to enter into the Registration Rights Agreement.

Delivery of Certificates; Registration of Shares. The Company shall deliver certificates for Awarded Shares to the Participant or shall register such Awarded Shares in the Participant’s name, free of restriction under this Agreement, promptly after, and only after, such Awarded Shares have vested in accordance with Section 3. In connection with any issuance of a certificate for Restricted Stock, the Participant shall endorse such certificate in blank or execute a stock power in a form satisfactory to the Company in blank and deliver such certificate and executed stock power to the Company.

Delivery of Certificates. The original certificates evidencing the REO Subsidiary Interests of the REO Subsidiary, registered in the name of the Buyer, have been delivered to the Buyer solely for the purpose of perfecting the security interest granted in such REO Subsidiary Interests hereunder by means of “control” pursuant to Section 8-106(b)(2) of the Uniform Commercial Code (and not to transfer legal or beneficial ownership interests in such REO Subsidiary Interests) and for otherwise exercising its rights permitted under this Agreement;

Registration of Shares. The offering and sale of the Shares (the “Offering”) are being made pursuant to # an effective Registration Statement on Form F-3 (File No. [[Identifier]]) (the “Registration Statement”) filed by the Company with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), including the prospectus contained therein (the “Base Prospectus”), which relates, among other things, to the Shares and the sale thereof from time to time in accordance with Rule 415 under the Securities Act, and # a prospectus supplement (the “Prospectus Supplement” and, together with the Base Prospectus, the “Prospectus”) containing certain supplemental information regarding the Shares and terms of the Offering that will be filed by the Company with the Commission and delivered to the Purchaser (or made available to the Purchaser by the filing by the Company of an electronic version thereof with the Commission) no later than the Closing Date (as defined below).