Common use of Adjustments for Issuance of Additional Shares of Common Stock Clause in Contracts

Adjustments for Issuance of Additional Shares of Common Stock. For a period of twelve (12) months following the effective date of the Registration Statement filed under the Registration Rights Agreement (the “Anti-Dilution Period”), in the event the Issuer shall issue or sell any additional shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (d) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Date or (Y) subsection (f) below) (“Additional Shares of Common Stock”) at a price per share less than the then-applicable Warrant Price or without consideration, then the Warrant Price upon each such issuance shall be reduced to that price (rounded to the nearest cent) determined by multiplying the Warrant Price by a fraction: (1) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant Price in effect immediately prior to such issuance; and (2) the denominator of which shall be equal to the number of shares of Outstanding Common Stock immediately after the issuance of such Additional Shares of Common Stock. No adjustment of the Warrant Price shall be made upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any Common Stock Equivalents, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefore). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (X) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。

Adjustments for Issuance of Additional Shares of Common Stock. For a period of twelve (12) months following If the effective date of Maker, at any time after the Registration Statement filed under the Registration Rights Agreement (the “Anti-Dilution Period”)Issuance Date, in the event the Issuer shall issue or sell any additional shares of Common Stock (otherwise than as provided in the foregoing subsections (ai) through (dv) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Date or (Y) subsection (f) below3.6) (“the "Additional Shares of Common Stock”) "), at a price per share less than the then-applicable Warrant Fixed Conversion Price then in effect or without consideration, then the Warrant applicable Fixed Conversion Price upon each such issuance shall be reduced adjusted to that price (rounded to the nearest cent) determined by multiplying the Warrant applicable Fixed Conversion Price then in effect by a fraction: (1) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock outstanding immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock ---- (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant applicable Fixed Conversion Price then in effect immediately prior to such issuance; effect, and (2) the denominator of which shall be equal to the number of shares of Outstanding Common Stock outstanding immediately after the issuance of such Additional Shares of Common Stock. The provisions of this subsection (vi) shall not apply under any of the circumstances for which an adjustment is provided in subsections (i), (ii), (iii), (iv) or (v) of this Section 3.6(a). No adjustment of the Warrant applicable Fixed Conversion Price shall be made under this subsection (a)(iv) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any Common Stock Equivalents, Equivalent (as defined below) if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such Common Stock Equivalents Equivalent (x) any adjustment shall have been made pursuant to subsection (vii) of this Section 3.6(a) or (y) no adjustment was required pursuant to subsection (vii) of this Section 3.6(a). No adjustment of the applicable Fixed Conversion Price shall be made under this subsection (vi) in an amount less than $.005 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment, if any, which together with any adjustments so carried forward shall amount to $.005 per share or more; provided that upon any -------- adjustment of the applicable Fixed Conversion Price as a result of any dividend or distribution payable in Common Stock or Convertible Securities (as defined below) or the reclassification, subdivision or combination of Common Stock into a greater or smaller number of shares, the foregoing figure of $.005 per share (or upon such figure as last adjusted) shall be adjusted (to the issuance of any warrant or other rights thereforenearest one-half cent) in proportion to the adjustment in the applicable Fixed Conversion Price. (vii). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (X) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。

Adjustments for Issuance of Additional Shares of Common Stock. For a period of twelve twenty-four (1224) months following the effective date issuance of the Registration Statement filed under the Registration Rights Agreement Warrant (the “Anti-Dilution Period”), in the event the Issuer Company shall issue or sell any additional shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (d) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Issuance Date or (Y) subsection (fxi) belowin the Series A Certificate of Designation) (the “Additional Shares of Common Stock”) at a price per share less than the then-applicable Warrant Price or without consideration, then the Warrant Price upon each such issuance shall be reduced to that price (rounded to the nearest cent) determined by multiplying the Warrant Price by a fraction: (1) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant Price in effect immediately prior to such issuance; and (2) the denominator of which shall be equal to the number of shares of Outstanding Common Stock immediately after the issuance of such Additional Shares of Common Stock. No adjustment of the Warrant Price shall be made upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any Common Stock Equivalents, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefore) or upon the issuance of shares in accordance with the Excepted Issuances (as defined in the Purchase Agreement). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (X) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。.

Adjustments for Issuance of Additional Shares of Common Stock. For a period If the Company, at any time after the Date of twelve (12) months following the effective date of the Registration Statement filed under the Registration Rights Agreement (the “Anti-Dilution Period”)Original Issuance, in the event the Issuer shall issue or sell any additional shares Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (d) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Date or (Y) subsection (f) such term is defined below) (“Additional Shares of Common Stock”) at a price per share less than the then-applicable Warrant Price Per Unit Purchase Price, or without consideration, then the Warrant applicable Exercise Price upon each in effect immediately prior to such issuance shall automatically be reduced adjusted to that price (rounded to the nearest cent) determined by multiplying the Warrant applicable Exercise Price then in effect by a fraction: , (1i) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock outstanding or deemed outstanding pursuant to paragraph (c)(ii) below (the "FULLY DILUTED OUTSTANDING COMMON STOCK") immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant applicable Exercise Price then in effect immediately prior to such issuance; effect, and (2ii) the denominator of which shall be equal to the number of shares of Outstanding Fully Diluted Common Stock immediately after plus the issuance number of such Additional Shares of Common Stock. Simultaneously with any adjustment in the Exercise Price pursuant to this paragraph (c), the number of Warrant Shares that may be purchased upon exercise of this Warrant shall be increased or decreased proportionately, so that after such adjustment the aggregate Exercise Price payable hereunder for the adjusted number of Warrant Shares shall be the same as the aggregate Exercise Price in effect immediately prior to such adjustment. The provisions of this paragraph (c) shall not apply under any of the circumstances for which an adjustment is provided in paragraphs (a) or (b) above. No adjustment of the Warrant applicable Exercise Price shall be made under this paragraph (c) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any rights, options or warrants (other than as excluded by paragraph (c)(iii) below) to subscribe for, purchase or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any otherwise acquire either Common Stock Equivalentsor Convertible Securities (as such term is defined below) (collectively, "OPTIONS") or securities (other than as excluded by paragraph (c)(iii) below) convertible, either directly or indirectly, into or exchangeable for Common Stock ("CONVERTIBLE SECURITIES"), if any such adjustment shall previously have been made upon the issuance of such warrants Options or other rights Convertible Securities (x) any adjustment shall have been made pursuant to paragraph (c)(iii)(B) below or (y) no adjustment was required pursuant to this paragraph (c)(i). No adjustment of the applicable Exercise Price shall be made under this paragraph (c)(i) in an amount less than $.01 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment, if any, which together with any adjustments so carried forward shall amount to $.01 per share or more; PROVIDED, that upon any adjustment of the issuance applicable Exercise Price as a result of such any dividend or distribution payable in Common Stock Equivalents or Convertible Securities or the reclassification, subdivision or combination of Common Stock into a greater or smaller number of shares, the foregoing figure of $.01 per share (or upon such figure as last adjusted) shall be adjusted (to the issuance of any warrant or other rights therefore). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (Xnearest one-half cent) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。in proportion to the adjustment in the applicable Exercise Price.

Adjustments for Issuance of Additional Shares of Common Stock. For a period If the Company, at any time after the Date of twelve (12) months following the effective date of the Registration Statement filed under the Registration Rights Agreement (the “Anti-Dilution Period”)Original Issuance, in the event the Issuer shall issue or sell any additional shares Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (d) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Date or (Y) subsection (f) such term is defined below) (“Additional Shares of Common Stock”) at a price per share less than the then-applicable Warrant Price Per Unit Purchase Price, or without consideration, then the Warrant applicable Exercise Price upon each in effect immediately prior to such issuance shall automatically be reduced adjusted to that price (rounded to the nearest cent) determined by multiplying the Warrant applicable Exercise Price then in effect by a fraction: , (1i) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock outstanding or deemed outstanding pursuant to paragraph (c)(ii) below (the "FULLY DILUTED OUTSTANDING COMMON STOCK") immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant applicable Exercise Price then in effect immediately prior to such issuance; effect, and (2ii) the denominator of which shall be equal to the number of shares of Outstanding Fully Diluted Common Stock immediately after plus the issuance number of such Additional Shares of Common Stock. Simultaneously with any adjustment in the Exercise Price pursuant to this paragraph (c), the number of Warrant Shares that may be purchased upon exercise of this Warrant shall be increased or decreased proportionately, so that after such adjustment the aggregate Exercise Price payable hereunder for the adjusted number of Warrant Shares shall be the same as the aggregate Exercise Price in effect immediately prior to such adjustment. The provisions of this paragraph (c) shall not apply under any of the circumstances for which an adjustment is provided in paragraphs (a) or (b) above. No adjustment of the Warrant applicable Exercise Price shall be made under this paragraph (c) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any rights, options or warrants (other than as excluded by paragraph (c)(iii) below) to subscribe for, purchase or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any otherwise acquire either Common Stock Equivalentsor Convertible Securities (as such term is defined below) (collectively, "OPTIONS") or securities (other than as excluded by paragraph (c)(iii) below) convertible, either directly or indirectly, into or exchangeable for Common Stock ("CONVERTIBLE SECURITIES"), if any such adjustment shall previously have been made upon the issuance of such warrants Options or other rights Convertible Securities (x) any adjustment shall have been made pursuant to paragraph (c)(iii)(B) below or (y) no adjustment was required pursuant to this paragraph (c)(i). No adjustment of the applicable Exercise Price shall be made under this paragraph (c)(i) in an amount less than $.01 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment, if any, which together with any adjustments so carried forward shall amount to $.01 per share or more; provided, that upon any adjustment of the issuance applicable Exercise Price as a result of such any dividend or distribution payable in Common Stock Equivalents or Convertible Securities or the reclassification, subdivision or combination of Common Stock into a greater or smaller number of shares, the foregoing figure of $.01 per share (or upon such figure as last adjusted) shall be adjusted (to the issuance of any warrant or other rights therefore). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (Xnearest one-half cent) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。in proportion to the adjustment in the applicable Exercise Price.

Adjustments for Issuance of Additional Shares of Common Stock. For a period of twelve twenty-four (1224) months following the effective date issuance of the Registration Statement filed under the Registration Rights Agreement Warrant (the “Anti-Dilution Period”), in the event the Issuer Company shall issue or sell any additional shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (d) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Issuance Date or (Y) subsection (fxi) belowin the Series A Certificate of Designation) (the “Additional Shares of Common Stock”) at a price per share less than the then-applicable Warrant Price or without consideration, then the Warrant Price upon each such issuance shall be reduced to that price (rounded to the nearest cent) determined by multiplying the Warrant Price by a fraction: (1) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant Price in effect immediately prior to such issuance; and (2) the denominator of which shall be equal to the number of shares of Outstanding Common Stock immediately after the issuance of such Additional Shares of Common Stock. No adjustment of the Warrant Price shall be made upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any Common Stock Equivalents, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefore) or upon the issuance of shares in accordance with the Excepted Issuances (as defined in the Securities Purchase Agreement). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (X) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。.

Adjustments for Issuance of Additional Shares of Common Stock. For a period of twelve (12) months following If the effective date of --------------------------------------------------------------- Maker, at any time after the Registration Statement filed under the Registration Rights Agreement (the “Anti-Dilution Period”)Issuance Date, in the event the Issuer shall issue or sell any additional shares of Common Stock (otherwise than as provided in the foregoing subsections (ai) through (dv) of this Section 3 or pursuant to (X) Common Stock Equivalents (as hereafter defined) granted or issued prior to the Original Issue Date or (Y) subsection (f) below3.6) (“the "Additional Shares of Common Stock”) "), at a --------------------------------- price per share less than the then-applicable Warrant Fixed Conversion Price then in effect or without consideration, then the Warrant applicable Fixed Conversion Price upon each such issuance shall be reduced adjusted to that price (rounded to the nearest cent) determined by multiplying the Warrant applicable Fixed Conversion Price then in effect by a fraction: (1) the numerator of which shall be equal to the sum of (A) the number of shares of Outstanding Common Stock outstanding immediately prior to the issuance of such Additional Shares of Common Stock plus (B) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the outstanding Warrant applicable Fixed Conversion Price then in effect immediately prior to such issuance; effect, and (2) the denominator of which shall be equal to the number of shares of Outstanding Common Stock outstanding immediately after the issuance of such Additional Shares of Common Stock. The provisions of this subsection (vi) shall not apply under any of the circumstances for which an adjustment is provided in subsections (i), (ii), (iii), (iv) or (v) of this Section 3.6(a). No adjustment of the Warrant applicable Fixed Conversion Price shall be made under this subsection (a)(iv) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any Common Stock Equivalents, Equivalent (as defined below) if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such Common Stock Equivalents Equivalent (x) any adjustment shall have been made pursuant to subsection (vii) of this Section 3.6(a) or (y) no adjustment was required pursuant to subsection (vii) of this Section 3.6(a). No adjustment of the applicable Fixed Conversion Price shall be made under this subsection (vi) in an amount less than $.005 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment, if any, which together with any adjustments so carried forward shall amount to $.005 per share or more; provided that upon any -------- adjustment of the applicable Fixed Conversion Price as a result of any dividend or distribution payable in Common Stock or Convertible Securities (as defined below) or the reclassification, subdivision or combination of Common Stock into a greater or smaller number of shares, the foregoing figure of $.005 per share (or upon such figure as last adjusted) shall be adjusted (to the issuance of any warrant or other rights thereforenearest one-half cent) in proportion to the adjustment in the applicable Fixed Conversion Price. (vii). 针对发行额外普通股股份的调整。注册登记权协议项下的登记申请生效日后的12个月期间（“反稀释期间”）内，如果发行人应以每股价格低于当时适用的期权行权价或没有对价发行或出售任何额外普通股股份（本第3节前述 (a)至 (d)的规定，或根据 (X) 在原始发行日前授权或发行的普通股认购权（普通股认购权见下述有关规定）或(Y)下述(f)的规定除外）（“额外普通股股份”），则该等发行后的期权行权价应降低，价格（四舍五入到美分）等于期权行权价乘以一个分数：(1)分子应等于(A)即将发行该等额外普通股股份前的已发行普通股的股数加上(B)用该等额外普通股股份的总对价以紧接该发行的有效的期权行权价可以购买的普通股股数（四舍五入到整数股）；（2）分母应等于该紧随额外普通股股份发行后的已发行普通股份的数量。如果因任何期权或其他认购或买入权的行使或因任何普通股认购权的转换或交易权的行使而发行额外普通股股份，且转换价本应在发行该等期权或其他权利或发行该等普通股认购权（或发行任何期权或其他权利）时进行调整的，则该期权行权价不进行调整。