Common use of Adjustment for Merger or Reorganization Clause in Contracts

Adjustment for Merger or Reorganization. Subject to the last sentence of this Section 3.3(d)(vii) and Section 3.2, in case of any consolidation or merger of the Corporation with or into another corporation or the conveyance of all or substantially all of the assets of the Corporation to another corporation in which the holders of Common Stock will be entitled to receive shares of stock, other securities or property, each share of Preferred Stock shall thereafter be convertible into the number of shares of stock or other securities or property to which a holder of the number of shares of Common Stock of the Corporation deliverable upon conversion of such share of Preferred Stock would have been entitled upon such consolidation, merger or conveyance. In any such case, appropriate adjustment (as determined by the Board of Directors) shall be made in the application of these provisions set forth with respect to the rights and interest thereafter of the holders of Preferred Stock, to the end that these provisions (including provisions with respect to changes in and other adjustments of the Conversion Prices) shall thereafter be applicable, as nearly as reasonably may be, in relation to any shares of stock or other property thereafter deliverable upon the conversion of the Preferred Stock. In the event that such merger or consolidation of the Corporation or the sale of all or substantially all its assets and properties shall also be subject to the provisions of Section 3.2 above, the holders of more than seventy percent (70%) in voting power (as determined pursuant to Section 3.4 hereof) of the then-outstanding shares of Preferred Stock may elect to obtain the treatment of all outstanding shares of Preferred Stock under this Section 3.3(d)(vii) in lieu of that described in Section 3.2, notice of which election shall be submitted in writing to the Corporation at its principal offices no later than fifteen (15) days before the effective date of such event.

Adjustment for Merger or Reorganization. Subject to the last sentence of this Section 3.3(d)(vii) and Section 3.2, in In case of any consolidation or merger of the Corporation with or into another corporation or the conveyance of all or substantially all of the assets of the Corporation to another corporation (other than a consolidation, merger or conveyance provided for elsewhere in which the this Section 4 or Section 3), provisions shall be made so that holders of Common Stock will be entitled to receive shares of stockSeries A-1 Preferred, other securities or propertySeries A-3 Preferred, each share of Series B Preferred Stock and Series C Preferred shall thereafter be convertible into the number of shares of stock or other securities or property to which a holder of the number of shares of Common Stock of the Corporation deliverable upon conversion of such share of Series A-1 Preferred, Series A-3 Preferred, Series B Preferred Stock and Series C Preferred would have been entitled upon such consolidation, merger or conveyance. In ; and, in any such case, appropriate adjustment (as reasonably determined in good faith by the Board of Directors) shall be made in the application of these the provisions herein set forth with respect to the rights and interest thereafter of the holders of the Series A-1 Preferred, Series A-3 Preferred, Series B Preferred Stockand Series C Preferred, to the end that these the provisions set forth herein (including provisions with respect to changes in and other adjustments of the Conversion PricesPrice) shall thereafter be applicable, as nearly as reasonably may be, in relation to any shares of stock or other property thereafter deliverable upon the conversion of the Series A-1 Preferred, Series A-3 Preferred, Series B Preferred Stock. In the event that such merger or consolidation of the Corporation or the sale of all or substantially all its assets and properties shall also be subject to the provisions of Section 3.2 above, the holders of more than seventy percent (70%) in voting power (as determined pursuant to Section 3.4 hereof) of the then-outstanding shares of Preferred Stock may elect to obtain the treatment of all outstanding shares of Preferred Stock under this Section 3.3(d)(vii) in lieu of that described in Section 3.2, notice of which election shall be submitted in writing to the Corporation at its principal offices no later than fifteen (15) days before the effective date of such eventSeries C Preferred.

Adjustment for Merger or Reorganization. Subject to the last sentence of this Section 3.3(d)(vii) and Section 3.2, in In case of any consolidation or merger of the Corporation corporation with or into another corporation or the conveyance of all or substantially all of the assets of the Corporation corporation to another corporation (other than a consolidation, merger or conveyance provided for elsewhere in which the this Section 4 or Section 3), provisions shall be made so that holders of Common Stock will be entitled to receive shares of stockSeries A-1 Preferred, other securities or property, each share of Series A-3 Preferred Stock and Series B Preferred shall thereafter be convertible into the number of shares of stock or other securities or property to which a holder of the number of shares of Common Stock of the Corporation corporation deliverable upon conversion of such share of Series A-1 Preferred, Series A-3 Preferred Stock and Series B Preferred would have been entitled upon such consolidation, merger or conveyance. In ; and, in any such case, appropriate adjustment (as reasonably determined in good faith by the Board of Directors) shall be made in the application of these the provisions herein set forth with respect to the rights and interest thereafter of the holders of the Series A-1 Preferred, Series A-3 Preferred Stockand Series B Preferred, to the end that these the provisions set forth herein (including provisions with respect to changes in and other adjustments of the Conversion PricesPrice) shall thereafter be applicable, as nearly as reasonably may be, in relation to any shares of stock or other property thereafter deliverable upon the conversion of the Series A-1 Preferred, Series A-3 Preferred Stock. In the event that such merger or consolidation of the Corporation or the sale of all or substantially all its assets and properties shall also be subject to the provisions of Section 3.2 above, the holders of more than seventy percent (70%) in voting power (as determined pursuant to Section 3.4 hereof) of the then-outstanding shares of Preferred Stock may elect to obtain the treatment of all outstanding shares of Preferred Stock under this Section 3.3(d)(vii) in lieu of that described in Section 3.2, notice of which election shall be submitted in writing to the Corporation at its principal offices no later than fifteen (15) days before the effective date of such eventSeries B Preferred.