Common use of Antidilution Adjustment Clause in Contracts

Antidilution Adjustment. (a) The Shares issuable upon exercise of the Warrant shall initially be 35,906 shares of Common Stock, subject to adjustment in this Section 2. The Company may not, through any voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions under the Warrant, and must in assist in carrying out the provisions of the Warrant and in taking other action necessary to protect the owner hereof. In particular the Company shall adjust the number of Shares issuable upon exercise of the Warrant upon the occurrence of an Adjustment Event, Reorganization Event, or Other Event (as defined). (b) An Adjustment Event shall mean the following: (i) Any distribution of dividends or other distributions on its outstanding shares of Common Stock in Common Stock or derivative securities of the Common Stock; or (ii) Any subdivision or reclassification; of its Common Stock into a greater or lesser number of shares. (c) Upon the occurrence of an Adjustment Event, the number of Shares subject to the Warrant shall be adjusted immediately after the applicable record date with respect to such Adjustment Event. The adjusted number of Shares shall be the number of Shares prior to such event multiplied by a fraction (x) the numerator of which is the number of outstanding shares of Common Stock immediately after the record date with respect to such Adjustment Event, and (y) the denominator of which is the number of outstanding shares of Common Stock immediately before such record date. (d) A Reorganization Event shall mean the following: (i) Any capital reorganization, reclassification, recapitalization of the capital stock of the Company, other than an Adjustment Event; (ii) Any merger or consolidation of the Company with or into another entity; or (iii) Any sale or transfer of substantially all the assets of the Company. (e) Upon the occurrence of a Reorganization Event, there shall thereafter be issuable and deliverable, upon the exercise of this Warrant and in lieu of the Shares, as appropriate, the number of shares of stock, other securities or property to which a holder of the number of shares of Common Stock equal to the Shares at the date of the Reorganization Event would have been entitled to as a result of such Reorganization Event. Prior to and as a condition of the consummation of any Reorganization Event, the Company shall cause effective provisions to be made to effect the purposes of this Section 2.1(d) and (e), including, if appropriate, an agreement among the Company, any successor to the Company, and the Holder. (f) Upon the occurrence of other events ("Other Events") as to which the provisions above are not strictly applicable, the Company shall, upon the request of the Holder, make any adjustments to the number of Shares as to place the Holder in the same position as if the Holder had exercised the warrant immediately prior to the event. Nothing in this Section 2.1 shall require the Company to issue any fractional shares upon exercise of this Warrant.

Antidilution Adjustment. (a) The Shares issuable upon exercise of the Warrant shall initially be 35,906 63,098 shares of Common Stock, subject to adjustment in this Section 2. The Company may not, through any voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions under the Warrant, and must in assist in carrying out the provisions of the Warrant and in taking other action necessary to protect the owner hereof. In particular the Company shall adjust the number of Shares issuable upon exercise of the Warrant upon the occurrence of an Adjustment Event, Reorganization Event, or Other Event (as defined). (b) An Adjustment Event shall mean the following: (i) Any distribution of dividends or other distributions on its outstanding shares of Common Stock in Common Stock or derivative securities of the Common Stock; or (ii) Any subdivision or reclassification; of its Common Stock into a greater or lesser number of shares. (c) Upon the occurrence of an Adjustment Event, the number of Shares subject to the Warrant shall be adjusted immediately after the applicable record date with respect to such Adjustment Event. The adjusted number of Shares shall be the number of Shares prior to such event multiplied by a fraction (x) the numerator of which is the number of outstanding shares of Common Stock immediately after the record date with respect to such Adjustment Event, and (y) the denominator of which is the number of outstanding shares of Common Stock immediately before such record date. (d) A Reorganization Event shall mean the following: (i) Any capital reorganization, reclassification, recapitalization of the capital stock of the Company, other than an Adjustment Event; (ii) Any merger or consolidation of the Company with or into another entity; or (iii) Any sale or transfer of substantially all the assets of the Company. (e) Upon the occurrence of a Reorganization Event, there shall thereafter be issuable and deliverable, upon the exercise of this Warrant and in lieu of the Shares, as appropriate, the number of shares of stock, other securities or property to which a holder of the number of shares of Common Stock equal to the Shares at the date of the Reorganization Event would have been entitled to as a result of such Reorganization Event. Prior to and as a condition of the consummation of any Reorganization Event, the Company shall cause effective provisions to be made to effect the purposes of this Section 2.1(d) and (e), including, if appropriate, an agreement among the Company, any successor to the Company, and the Holder. (f) Upon the occurrence of other events ("Other Events") as to which the provisions above are not strictly applicable, the Company shall, upon the request of the Holder, make any adjustments to the number of Shares as to place the Holder in the same position as if the Holder had exercised the warrant immediately prior to the event. Nothing in this Section 2.1 shall require the Company to issue any fractional shares upon exercise of this Warrant.