Common use of CERTAIN ISSUANCES OF COMMON STOCK Clause in Contracts

CERTAIN ISSUANCES OF COMMON STOCK. If at any time after the date of issuance of this Warrant the Company shall issue or sell, or fix a record date for the issuance of, (A) Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities) or (B) rights, options or warrants entitling the holders thereof to subscribe for or purchase Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities), in any such case, at a price per share (treating the price per share of the securities convertible into or exchangeable or exercisable for Common Stock as equal to (x) the sum of (i) the price for a unit of the security convertible into or exchangeable or exercisable for Common Stock plus (ii) any additional consideration initially payable upon the conversion of such security into Common Stock or the exchange or exercise of such security for Common Stock divided by (y) the number of shares of Common Stock initially underlying such convertible, exchangeable or exercisable security) that is less than the greater of the Current Market Price of the Common Stock and the Exercise Price on the date of such issuance or such record date (the "Measuring Price") then, immediately after the date of such issuance or sale or on such record date, the number of shares of Common Stock to be delivered upon exercise of this Warrant shall be increased so that the Warrantholder thereafter shall be entitled to receive the number of shares of Common Stock determined by multiplying the number of shares of Common Stock such Warrantholder would have been entitled to receive immediately before the date of such issuance or sale or such record date by a fraction, the denominator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of shares of Common Stock that the aggregate offering price of the total number of shares so offered for subscription or purchase (or the aggregate purchase price of the convertible, exchangeable or exerciseable securities so offered plus the aggregate of amount of any additional consideration initially payable upon conversion into Common Stock or exchange or exercise for Common Stock) would purchase at the Measuring Price and the numerator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of additional shares of Common Stock offered for subscription or purchase (or into or for which the convertible or exchangeable

CERTAIN ISSUANCES OF COMMON STOCK. If at any time after the date of issuance of this Warrant the Company shall issue or sell, or fix a record date for the issuance of, (A) Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities) or (B) rights, options or warrants entitling the holders thereof to subscribe for or purchase Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities), in any such case, at a price per share (treating the price per share of the securities convertible into or exchangeable or exercisable for Common Stock as equal to (x) the sum of (i) the price for a unit of the security convertible into or exchangeable or exercisable for Common Stock plus (ii) any additional consideration initially payable upon the conversion of such security into Common Stock or the exchange or exercise of such security for Common Stock divided by (y) the number of shares of Common Stock initially underlying such convertible, exchangeable or exercisable security) that is less than the greater of the Current Market Price of the Common Stock and the Exercise Price on the date of such issuance or such record date (the "Measuring Price") then, immediately after the date of such issuance or sale or on such record date, the number of shares of Common Stock to be delivered upon exercise of this Warrant shall be increased so that the Warrantholder thereafter shall be entitled to receive the number of shares of Common Stock determined by multiplying the number of shares of Common Stock such Warrantholder would have been entitled to receive immediately before the date of such issuance or sale or such record date by a fraction, the denominator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Affiliate Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of shares of Common Stock that the aggregate offering price of the total number of shares so offered for subscription or purchase (or the aggregate purchase price of the convertible, exchangeable or exerciseable securities so offered plus the aggregate of amount of any additional consideration initially payable upon conversion into Common Stock or exchange or exercise for Common Stock) would purchase at the Measuring Price and the numerator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Affiliate Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of additional shares of Common Stock offered for subscription or purchase (or into or for which the convertible or exchangeableexchangeable securities or rights, options or warrants so offered are initially convertible or exchangeable or exercisable, as the case may be), and the Exercise Price shall be adjusted as provided below in paragraph (i). "Excluded Securities" means (A) shares

CERTAIN ISSUANCES OF COMMON STOCK. If at any time after the date of issuance of this Warrant the Company shall issue or sell, or fix a record date for the issuance of, (A) Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities) or (B) rights, options or warrants entitling the holders thereof to subscribe for or purchase Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities), in any such case, at a price per share (treating the price per share of the securities convertible into or exchangeable or exercisable for Common Stock as equal to (x) the sum of (i) the price for a unit of the security convertible into or exchangeable or exercisable for Common Stock plus (ii) any additional consideration initially payable upon the conversion of such security into Common Stock or the exchange or exercise of such security for Common Stock divided by (y) the number of shares of Common Stock initially underlying such convertible, exchangeable or exercisable security) that is less than the greater of the Current Market Price of the Common Stock and the Exercise Price on the date of such issuance or such record date (the "Measuring Price") then, immediately after the date of such issuance or sale or on such record date, the number of shares of Common Stock to be delivered upon exercise of this Warrant shall be increased so that the Warrantholder thereafter shall be entitled to receive the number of shares of Common Stock determined by multiplying the number of shares of Common Stock such Warrantholder would have been entitled to receive immediately before the date of such issuance or sale or such record date by a fraction, the denominator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Affiliate Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of shares of Common Stock that the aggregate offering price of the total number of shares so offered for subscription or purchase (or the aggregate purchase price of the convertible, exchangeable or exerciseable securities so offered plus the aggregate of amount of any additional consideration initially payable upon conversion into Common Stock or exchange or exercise for Common Stock) would purchase at the Measuring Price and the numerator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Warrants, shares of Common Stock underlying the Harnick Warrant and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of additional shares of Common Stock offered for subscription or purchase (or into or for which the convertible or exchangeableso

CERTAIN ISSUANCES OF COMMON STOCK. If at any time after the date of issuance of this Warrant Issuance Date the Company shall issue or sell, or fix a record date for the issuance of, (A) Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities) or (B) rights, options or warrants entitling the holders thereof to subscribe for or purchase Common Stock (or securities convertible into or exchangeable or exercisable for Common Stock) (other than Excluded Securities), in any such case, at a price per share (treating the price per share of the securities convertible into or exchangeable or exercisable for Common Stock as equal to (x) the sum of (i) the price for a unit of the security convertible into or exchangeable or exercisable for Common Stock Stock, plus (ii) any additional consideration initially payable upon the conversion of such security into Common Stock or the exchange or exercise of such security for Common Stock divided by (y) the number of shares of Common Stock initially underlying such convertible, exchangeable or exercisable security) that is less than the greater of the Current Market Price of the Common Stock and the Exercise Measuring Price on the date of such issuance or such record date (the "Measuring Price") date, then, immediately after the date of such issuance or sale or on such record date, the number of shares of Common Stock to be delivered upon exercise conversion of this Warrant Note shall be increased so that the Warrantholder Holder thereafter shall be entitled to receive the number of shares of Common Stock determined by multiplying the number of shares of Common Stock such Warrantholder Holder would have been entitled to receive immediately before the date of such issuance or sale or such record date by a fraction, the denominator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Warrants, shares of Common Stock underlying the Harnick Warrant Note and all then currently exerciseable, convertible and exchangeable securities that are "in the money") on such date plus the number of shares of Common Stock that the aggregate offering price of the total number of shares so offered for subscription or purchase (or the aggregate purchase price of the convertible, exchangeable or exerciseable exercisable securities so offered plus the aggregate of amount of any additional consideration initially payable upon conversion into Common Stock or exchange or exercise for Common Stock) would purchase at the Measuring Price and the numerator of which shall be the number of shares of Common Stock outstanding (calculated to include the shares of Common Stock underlying the Warrants, shares of Common Stock underlying the Investor Warrants, shares of Common Stock underlying the Harnick Warrant Notes and all then currently exerciseableexercisable, convertible and exchangeable securities that are "in the money") on such date plus the number of additional shares of Common Stock offered for subscription or purchase (or into or for which the convertible or exchangeableexchangeable securities or rights, options or warrants so offered are initially convertible or exchangeable or exercisable, as the case may be), and the Conversion Price shall be adjusted as provided below in paragraph (vii) in this Section 2(f). For purposes of this Section 2(f)(iii), any shares of Common Stock issued as consideration in any Acquisition shall be deemed to have been issued at a "price per share" equal to the Current Market Value thereof on the date of such issuance.