Common use of Adjustment for Certain Dividends and Distributions Clause in Contracts

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the event the Company at any time or from time to time on or after the Original Issuance Date makes date of this Warrant either makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, and (2) the denominator of which shall be (i) the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus (ii) the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date or date fixed therefor and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B3(c) as of the time of actual payment of such dividends dividend or distributionsdistribution. For purposes of the foregoing formula, “the total number of shares of Common Stock issued and outstanding” on a particular date shall include shares of Common Stock issuable upon conversion of stock or securities convertible into Common Stock and the exercise of warrants, options or rights for the purchase of Common Stock which are outstanding on such date.

Adjustment for Certain Dividends and Distributions. If the Company -------------------------------------------------- at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such -------- ------- record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section SECTION 4(B) as of the time of actual payment of such dividends or ------------ distributions.

Adjustment for Certain Dividends and Distributions. If the Company -------------------------------------------------- at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such -------- ------- record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(BSECTION4(B) as of the time of actual payment of such dividends or ---------- distributions.

Adjustment for Certain Dividends and Distributions. If the Company Corporation at any time or from time to time on or after the Original Issuance Date date hereof makes or issues, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Warrant Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Warrant Price then in effect by a fraction (1i) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2ii) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Warrant Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Warrant Price shall be adjusted pursuant to this Section 4(Bsubsection 4(b) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the event the Company at any time or from time to time on or after the Original Issuance Date makes date of this Warrant either makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, and (2) the denominator of which shall be (i) the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus (ii) the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date or date fixed therefor and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B3(c) as of the time of actual payment of such dividends dividend or distributionsdistribution. For purposes of the foregoing formula, "the total number of shares of Common Stock issued and outstanding" on a particular date shall include shares of Common Stock issuable upon conversion of stock or securities convertible into Common Stock and the exercise of warrants, options or rights for the purchase of Common Stock which are outstanding on such date.

Adjustment for Certain Dividends and Distributions. If In the event the Company at any time or from time to time on or after the Original Issuance Closing Date makes either makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Conversion Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Conversion Price then in effect by a fraction (1a) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, and (2b) the denominator of which shall be (i) the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or as of the close of business on such record date plus (ii) the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Conversion Price shall be recomputed accordingly as of the close of business on such record date or date fixed therefor and thereafter the Purchase Conversion Price shall be adjusted pursuant to this Section 4(BVII.E(2) as of the time of actual payment of such dividends dividend or distributionsdistribution. For purposes of the foregoing formula, “the total number of shares of Common Stock issued and outstanding” on a particular date shall include shares of Common Stock issuable upon conversion of stock or securities convertible into Common Stock and the exercise of warrants, options or rights for the purchase of Common Stock which are outstanding on such date.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Exercise Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Exercise Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Exercise Price shall be adjusted pursuant to this Section 4(B) 5B as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the event the Company at any time time, or from time to time on or after the Original Issuance Issue Date makes shall make or fixes issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date is shall have been fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) fraction: the numerator of which is shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is shall have been fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) paragraph as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company Corporation, at any time or from time to time on time, makes or after the Original Issuance Date makes issues or fixes a record date for the determination of holders of Common shares of the Series A Preferred Stock entitled to receive, receive a dividend or other distribution payable in additional shares of Common such Series A Preferred Stock, then and in each such event the Purchase Redemption Price for the Series A Preferred Stock then in effect shall be decreased as of the time of such issuance issuances or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Redemption Price for the Series A Preferred Stock then in effect by a fraction (1a) the numerator of which is the total number of shares of Common Series A Preferred Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2b) the denominator of which shall be the total number of shares of Common the Series A Preferred Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Series A Preferred Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Redemption Price for the Series A Preferred Stock shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Redemption Price for the Series A Preferred Stock shall be adjusted pursuant to this Section 4(B) 4.7 as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the event the Company at any time or from time to time on or after the Original Issuance Date makes date of this Warrant either makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, and (2) the denominator of which shall be (i) the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus (ii) the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date or date fixed therefor and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B3(c) as of the time of actual payment of such dividends dividend or distributionsdistribution. For purposes of the foregoing formula, "the total number of shares of Common Stock issued and outstanding" on a particular date shall include shares of Common Stock issuable upon conversion of stock or securities convertible into Common Stock and the exercise of warrants, options or rights for the purchase of Common Stock (or stock or securities convertible into Common Stock) which are outstanding on such date.

Adjustment for Certain Dividends and Distributions. If In the event the Company shall, at any time or from time to time on or after the Original Issuance Date makes date on which the number of Warrant Shares is fixed, make or fixes issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date is shall have been fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) fraction: the numerator of which is shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is shall have been fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) paragraph as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, receive a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; providedPROVIDED, howeverHOWEVER, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section SECTION 4(B) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time time, or from time to time on or after the Original Issuance Date makes time, makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event event, the Purchase Conversion Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Conversion Price then in effect by a fraction (1A) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2B) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date as the case may be, plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Conversion Price shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Purchase Conversion Price shall be adjusted pursuant to this Section 4(B) 5.3 as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the Company event the Corporation at any time or from time to time on or after the Original Issuance Date makes makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares Additional Shares of Common Stock, then and in each such event the Purchase Price Conversion Ratio then in effect shall be decreased increased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price Conversion Ratio then in effect by a fraction (1) the numerator denominator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, and (2) the denominator numerator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or on the close of business on such record date date, plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price Conversion Ratio shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price Conversion Ratio shall be adjusted pursuant to this Section 4(B4(d) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the Company event Tehama at any time or from time to time on or after the Original Issuance Date makes date of this Agreement makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Option Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Option Price then in effect by a fraction (1i) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2ii) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Option Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Option Price shall be adjusted pursuant to this Section 4(Bsubsection (c) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Issue Date makes makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Conversion Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Conversion Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Conversion Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Conversion Price shall be adjusted pursuant to this Section 4(B) 8.5 as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the Company event Humboldt at any time or from time to time on or after the Original Issuance Date makes date of this Agreement makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Option Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Option Price then in effect by a fraction (1i) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2ii) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Option Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Option Price shall be adjusted pursuant to this Section 4(Bsubsection (c) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the event the Company at -------------------------------------------------- any time time, or from time to time on or time, after the Original Issuance Issue Date makes shall make or fixes issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date is shall have been fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) fraction: the numerator of which is shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is shall have been fixed and such -------- ------- dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) paragraph as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If In the Company event the Corporation at any time or from time to time on or after the Original Issuance Commitment Date makes makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Conversion Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Conversion Price then in effect by a fraction (1i) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2ii) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend or distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Conversion Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Conversion Price shall be adjusted pursuant to this Section 4(Bsubparagraph (5) as of the time of and on the basis of the actual payment of such dividends dividend or distributionsdistribution paid.

Adjustment for Certain Dividends and Distributions. If In the Company event the Corporation at any time time, or from time to time on or after the Original Issuance Date makes Issue Date, shall make or fixes issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Conversion Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is shall have been fixed, as of the close of business on such record date, by multiplying the Purchase Conversion Price then in effect by a fraction (1) fraction: the numerator of which is shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is shall have been fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Conversion Price shall be recomputed accordingly as of the close of business on such record date and thereafter thereafter, the Purchase Conversion Price shall be adjusted pursuant to this Section 4(Bparagraph (f)(vi) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, receive a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such a record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid paid, or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly to reflect that such dividend was not fully paid or that such distribution was not fully made as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) 5.2 as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time time, or from time to time on or after the Original Issuance Date makes time, makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event event, the Purchase Exercise Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Exercise Price then in effect by a fraction (1A) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2B) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date as the case may be, plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Exercise Price shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Purchase Exercise Price shall be adjusted pursuant to this Section 4(B7(c) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section SECTION 4(B) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the Company at any time or from time to time on or after the Original Issuance Date makes or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in additional shares of Common Stock, then and in each such event the Purchase Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefortherefore, the Purchase Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase Price shall be adjusted pursuant to this Section 4(B) as of the time of actual payment of such dividends or distributions.

Adjustment for Certain Dividends and Distributions. If the -------------------------------------------------- Company at any time or from time to time on or after the Original Issuance Date makes date hereof makes, or fixes a record date for the determination of holders of Common Stock Exchange Securities entitled to receive, a dividend or other distribution payable in additional shares of Common StockExchange Securities, then and in each such event the Purchase BVI Exchange Price then in effect shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Purchase BVI Exchange Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock Exchange Securities issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, and (2) the denominator of which shall be the total number of shares of Common Stock Exchange Securities issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock Exchange Securities issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Purchase BVI Exchange Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Purchase BVI Exchange Price shall be adjusted pursuant to this Section 4(Bparagraph 3(b) as of the time of actual payment of such dividends or distributions.