Common use of Company to Prevent Dilution Clause in Contracts

Company to Prevent Dilution. In case at any time or from time to time conditions arise by reason of action taken by the Company which are not adequately covered by this Section 3, and which are reasonably expected to materially and adversely affect the exercise rights of the holder hereof, unless the adjustment necessary shall be agreed by the Company and the holder hereof, the Board of Directors of the Company shall appoint a firm of independent certified public accountants of national standing, reasonably acceptable to the holder, who at the Company's expense shall give their opinion upon the adjustment necessary with respect to the Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant, if any, so as to preserve, without dilution, the exercise rights of the holder hereof. In the event that the holder disputes such adjustment, the holder shall be entitled to select an additional firm of independent certified public accountants of national standing and paid for by the holder to calculate such adjustment and the Company and the holder shall use their good faith best efforts to agree on such adjustment based on the reports of the two accounting firms. In the event that the Company and the holder are still unable to reach agreement as to such adjustment, the Company and the holder agree to submit such determination to binding arbitration pursuant to Section 12. Upon determination of such adjustment, the Board of Directors shall forthwith make the adjustments described therein.

Company to Prevent Dilution. In case at any time or from time to time conditions arise by reason of action taken by the Company which are not adequately covered by this Section 32, and which are reasonably expected to might materially and adversely affect the exercise rights of the holder hereof, unless the adjustment necessary shall be agreed by the Company and the holder hereof, the Board of Directors of the Company shall appoint a firm of independent certified public accountants of national standing, reasonably acceptable to the holder, who at the Company's expense shall give their opinion upon the adjustment necessary with respect to the Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant, if any, so as to preserve, without dilution, the exercise rights of the holder hereof. In the event that the holder disputes such adjustment, the holder shall be entitled to select an additional firm of independent certified public accountants of national standing and paid for by the holder to calculate such adjustment and the Company and the holder shall use their good faith best efforts to agree on such adjustment based on the reports of the two accounting firms. In the event that the Company and the holder are still unable to reach agreement as to such adjustment, the Company and the holder agree to submit such determination to binding arbitration pursuant to Section 12arbitration. Upon determination of such adjustment, the Board of Directors shall forthwith make the adjustments described therein.

Company to Prevent Dilution. In case at any time or from time to --------------------------- time conditions arise by reason of action taken by the Company which are not adequately covered by this Section 3, and which are reasonably expected to might materially and adversely affect the exercise rights of the holder hereof, unless the adjustment necessary shall be agreed by the Company and the holder hereof, the Board of Directors of the Company shall appoint a firm of independent certified public accountants of national standing, reasonably acceptable to the holder, who at the Company's expense shall give their opinion upon the adjustment necessary with respect to the Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant, if any, so as to preserve, without dilution, the exercise rights of the holder hereof. In the event that the holder disputes such adjustment, the holder shall be entitled to select an additional firm of independent certified public accountants of national standing and paid for by the holder to calculate such adjustment and the Company and the holder shall use their good faith best efforts to agree on such adjustment based on the reports of the two accounting firms. In the event that the Company and the holder are still unable to reach agreement as to such adjustment, the Company and the holder agree to submit such determination to binding arbitration pursuant to Section 12arbitration. Upon determination of such adjustment, the Board of Directors shall forthwith make the adjustments described therein.

Company to Prevent Dilution. In case at any time or from time to time conditions arise by reason of action taken by the Company which are not adequately covered by the provisions of this Section 34, and which are reasonably expected to might materially and adversely affect the exercise rights of the holder hereofof this Warrant under any provision of this Warrant, unless the adjustment necessary shall be agreed upon by the Company and the holder hereofsuch holder, the Board of Directors of the Company shall appoint a firm of independent certified public accountants of recognized national standingstanding (who have not been employed by the Company within the last five years) (an "Appraiser"), reasonably acceptable to the holder, who at the Company's expense shall give their opinion upon the adjustment adjustment, if any, on a basis consistent with the standards established in the other provisions of this Section 4, necessary with respect to the Exercise Warrant Price and the number of Warrant Shares shares purchasable upon exercise of this Warrant, if anythe Warrants, so as to preserve, without dilution, the exercise rights of the holder hereof. In the event that the holder disputes such adjustment, the holder shall be entitled to select an additional firm of independent certified public accountants of national standing and paid for by the holder to calculate such adjustment and the Company and the holder shall use their good faith best efforts to agree on such adjustment based on the reports of the two accounting firms. In the event that the Company and the holder are still unable to reach agreement as to such adjustment, the Company and the holder agree to submit such determination to binding arbitration pursuant to Section 12holder. Upon determination receipt of such adjustmentopinion, the such Board of Directors shall forthwith make the adjustments described therein. Notwithstanding the foregoing, the holder hereof shall have no right to an adjustment of the Warrant Price solely because of a sale or issuance of Additional Shares of Common Stock by the Company at a price per share less than the Warrant Price or Fair Market Value.

Company to Prevent Dilution. In case If at any time or from time to time conditions arise by reason of action taken by the Company Company, which are not adequately covered by this Section 34, and which are reasonably expected to might materially and adversely affect the exercise rights of the holder hereof, unless the adjustment necessary shall be agreed by the Company and the holder hereof, the holder shall have the right to require that the Board of Directors of the Company shall appoint a firm of independent certified public accountants of national standing, reasonably acceptable to the holder, who at the Company's expense shall give their opinion upon the adjustment necessary with respect to the Exercise Warrant Price and the number of Warrant Shares purchasable upon exercise of this Warrant, if any, so as to preserve, without dilution, the exercise rights of the holder hereof. In the event that the holder disputes such adjustment, the holder shall be entitled to select an additional firm of independent certified public accountants of national standing and paid for by the holder to calculate such adjustment and the Company and the holder shall use their good faith best efforts to agree on such adjustment based on the reports of the two accounting firms. In the event that the Company and the holder are still unable to reach agreement as to such adjustment, the Company and the holder agree to submit such determination to binding arbitration pursuant to Section 12arbitration. Upon determination of such adjustment, the Board of Directors shall forthwith make the adjustments described therein.