Listing of Common Stock. The Company hereby agrees to use best efforts to maintain the listing or quotation of the Common Stock on the Trading Market on which it is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Shares on such Trading Market and promptly secure the listing of all of the Shares on such Trading Market. The Company further agrees, if the Company applies to have the Common Stock traded on any other Trading Market, it will then include in such application all of the Shares, and will take such other action as is necessary to cause all of the Shares to be listed or quoted on such other Trading Market as promptly as possible. The Company will then take all action reasonably necessary to continue the listing and trading of its Common Stock on a Trading Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market. The Company agrees to maintain the eligibility of the Common Stock for electronic transfer through the Depository Trust Company or another established clearing corporation, including, without limitation, by timely payment of fees to the Depository Trust Company or such other established clearing corporation in connection with such electronic transfer.

Listing of Buyer Common Stock. Buyer shall have obtained the approval of Nasdaq for the listing of the shares of Buyer Common Stock to be issued hereunder for trading on Nasdaq.

means the common stock, par value $.01 per share, of the Company.

Common Stock. Any Director electing to receive an award of Unrestricted Shares pursuant to the Election Form will be entitled to receive, on the dates on which such Director would otherwise be entitled to receive Applicable Director Cash Compensation during such Applicable Year, which dates (unless otherwise determined by the Plan Committee) will be the tenth day of the final month in each calendar quarter during such Applicable Year (or, if such day is not a business day, the next succeeding business day) (the “Payment Dates”), an award of Unrestricted Shares in an amount (rounded to the nearest whole share) equal to the quotient of # the Applicable Director Cash Compensation otherwise payable on any such Payment Date, divided by # the closing price of the Common Stock as reported on the Nasdaq Global Select Market on the Payment Date, or if the applicable Payment Date falls on a day when markets are closed, then on the most recently ended trading date in proximity thereto. For purposes of clarification, in no event will any Director be entitled to receive any award of Unrestricted Shares except to the extent that the Applicable Director Cash Compensation would otherwise be (or have been) payable to such Director in or with respect to the Applicable Year. In addition, notwithstanding the foregoing or anything contained herein to the contrary, in the event that, between the date of the Election Form and the Payment Date, any adjustments occur with respect to the Common Stock within the scope of [Section 4.2] of the Incentive Plan, or any Change in Control (as defined in the Incentive Plan) is consummated, the Plan Committee may, in its discretion, determine any changes in the consideration to be paid to any Director hereunder (including changes in the form(s) and timing of payment of such consideration payable hereunder consistent with any restrictions set forth in [Section 4.2] of the Incentive Plan), provided that the total value of the consideration payable to any Director after such adjustment shall be equivalent to the pre-adjustment value.

Common Stock. The Company shall issue Executive 30,000 shares of Company common stock (the “Stock Award”). The Stock Award shall be fully vested on the date of issuance. However, in the event Executive’s employment with the Company is terminated by the Company for Cause or by Executive for any reason, in each case, prior to the first anniversary of the Effective Date, Executive hereby agrees to pay to the Company within thirty (30) days after such termination of employment an amount in cash determined by subtracting the amount of taxes Executive paid upon issuance of the Stock Award from the product obtained by multiplying 30,000 times the closing trading price of a share of Company common stock on the date the Stock Award was issued, as reported on the Nasdaq Global Select Market.

Common Stock. 1,000,000,000 shares of capital stock, 300,000,000 of which have been or will be designated as voting common stock (“Series A Common Stock”) and 30,000,000 of which are issued and outstanding, and 500,000,000 of which have or will be designated as non-voting common stock (“Series B Common Stock” and with the Series A Common Stock, collectively, the “Common Stock”) and 74,807,634 of which are issued and outstanding.

Common Stock. Each holder of shares of Common Stock shall be entitled to one (1) vote for each share thereof held.

Common Stock. Subject to the terms of this Addendum, promptly following the Effective Date, Heritage Global will issue to President 300,000 shares of restricted Heritage Global common stock, and will issue to General Counsel 300,000 shares of restricted Heritage Global common stock, in each case in accordance with the terms and conditions of the Restricted Stock Agreement attached as Exhibit C hereto.

Delisting. Borrower’s common stock is delisted from the NASDAQ stock exchange because of Borrower’s failure to comply with continued listing standards thereof.

Listing. The Company shall use its best efforts to maintain the listing or designation for quotation (as applicable) of all of the Shares upon each national securities exchange and automated quotation system on which the Common Stock is currently listed or designated while the Shares are held by the Holders. The Company shall pay all fees and expenses in connection with satisfying its obligations under this Section 6.1.