definiens: ), so as to modify the WarrantPrice ( as defined in the Warrant ) set forth therein from the current Warrant Price to a warrant pricethat is equal to 1.2 times the closing price of the common stock of [COMPANY] on the trading dayimmediately prior to the Amendment Effective Date ( the Warrant as so amended and re - issued, the ) and deliver such Amended Warrant to APIL . [COMPANY] and APIL herebyacknowledge and agree that the Amended Warrant, and any shares of common stock of Recroissued upon cashless exercise of the Amended Warrant ( together, the ), will be issued to APIL in reliance on the exemption provided by Section 3(a)(9 ) of the SecuritiesAct of 1933, as amended, and as such, the Exchanged Securities shall assume thecharacteristics of the Warrant, including without limitation that any holding period applicable toany such Exchanged Securities will be deemed to have started on the original issuance date ofthe Warrant